A Hero Amongst Devils
by xXCassKXx
Summary: A hero faces his greatest challenge yet. Will Ben be able to surpass all the odds? Will he come back the same? Will love blossom during his adventures? Will lewd and questioning things happen? Who knows! I'm just the guy asking all these random questions and making you read the story to find out. I do NOT own Ben 10 or Highschool DxD. The answer is yes for the last question though.
1. Chapter 1

**A/N Hello all, my name is Cass. I have recently adopted this story from Krrish, now named Dhruva, and have edited the first five chapters so I can make the reading experience well worth all your times and not just a copy and paste of the original. I have also changed the name from An Alien Amongst Devils to A Hero Amongst Devils.**

 **I hope you all enjoy. Now, let's begin.**

* * *

"Whoa...so this is Tokyo!"

The seventeen year old brunnete yawned as he put his duffle bag down and lazily sat on a bench near the parking lot. He was wearing a black shirt. He also wore a white jacket with green stripes and the number 10 embroidered on it. His pants were brown with pockets at the knees and his shoes were green and white with black shoelaces.

His features were mostly caucasian. He wore a wrist watch on his left hand which had a black faceplate with green stripes. His body appeared to be quite skinny for his age; though, he showed a lot of muscle definition, probably due to being athletic. From first appearance, he appeared to be completely average, although the boy was far, far away from ever being ordinary or average.

He was none other than The Protector of the Planet, Benjamin Kirby Tennyson, aka Ben 10.

Ben grumbled in complete and utter misery. Why? Why do super heroes always get the short end of the stick? He asked himself that question repeatedly. He'd missed so many days of school fighting crime and saving the world, that he'd been transferred into not only a different school but a different country altogether! And his parents had agreed to it! Now he would have to get used to going to a new school all over again, make friends all over again, and get used to fighting crime in a new city, all while keeping his identity secret!

That sucked, man!

After the Highbreed invasion, Ben had been gifted with partial master control by Azmuth, which gave him unrestricted access over the various transformations he had over the years. Now he didn't have to touch the Ultimatrix to initiate the transformation, actually he didn't have to do anything. Now he could transform just by thinking about his aliens. He could even swipe through them just by using his mere thoughts. That was very cool. Clearly he was still no Ben 10,000 but he was several steps closer to his dream moniker. It had been two years since he thwarted the Highbreed invasion and saved the solar system by opening those bigots' eyes to what was right and what was wrong. Not only that, he helped in restoring the Petrosapien race . He thwarted the invasion of alien nanochips who almost took over the entire States; meanwhile, his romantic life suffered from all this. Gwen suggested him to ask a girl out, her name was Julie or something like that; however, Ben didn't have time for normal relationships, especially with the whole planet at risk.

The Highbreed fiasco took a year to solve itself, afterwards Darkstar was still at large, so were Charmcaster and Hex. Quite understandably, it took a year to lock them up and stop their evil machinations. Of course, had made a lot of comebacks. He had been defeated all the times but there was a thing said about heroes and villains, "nothing stays the same". When you beat a bad guy, he returns with two times the force and conviction. Even though Ben didn't show it that much, it took a huge toll on his mental and physical health. PTSD and Insomnia were the proof of that. His social life suffered due to that too, which was the reason Ben took it off in the first place. He knew that was too much of burden for him to bear, especially after he almost got killed against the likes of Malware and Eon at the tender age of ten, however, he was so used to the thrill of chase, the sensations he felt while turning into aliens, the amazing strength and those wonderful abilities he didn't think he could ever feel the same without it; besides, let's face it, Ben was a loser before putting that piece of machinery on his wrist.

Only he knew how he spent those five years without the Omnitrix. Maybe, subconsciously, he did want to put it back on. That's why he prepared himself in the areas he lacked physically and mentally. He joined self defense classes, he went to soccer camps and joined sports center just so he can prove to himself that he wasn't a loser without that wretched watch, which was true in a sense. In a physical, intellectual, and emotional way he was vastly inferior in comparison to what his grandfather was when he became a Plumber. Maxwell Tennyson was chosen to wield the Omnitrix, not him. He was just an impatient cocky child who accidentally activated the Omnitrix's self destruct which could have wiped out the entire Universe.

Not cities, not states, not countries, but he could wipe out the entire frigging UNIVERSE.

After five years of blood, sweat, and patience everything fully came into fruition. He was no longer the scrawny loser he used to be. He was a soccer pro and his self defense instructors called him the champ. He was now the best goalie Bellwood had ever produced. Girls of his high school swooned over his name; however, darkness followed him once again. Grampa Max disappeared out of nowhere, leaving behind a cryptic message which indicated the upcoming Armageddon on Planet Earth. Joining hands with his cousin/best friend Gwen, Ben put up the Omnitrix once again and set out to rescue his grandfather. In his journey, he discovered a lot of things about aliens and plumbers-the intergalactic organization which was responsible for protecting all life forms existing in this Universe and promote peace between them. He allied himself with Kevin Levin, his deadliest enemy who ended up becoming his best friend and Gwen's boyfriend.

After rescuing his cousin and Gwen's brother, Ken, from the Highbreed's captivity and watching his grandfather sacrificing himself, Ben swore to protect the Earth from the Highbreed instead of taking revenge against them. He even rescued a Highbreed and made friends with him. Fortunately for them, that Highbreed ended up ruling all of their race once Ben had "reformed" them. Life was pretty much peaceful by then. Vilgax attacked the planet, Earth, once again, but, due to Ben having the partial master control, he got his arse handed to him, pretty badly if Ben had to add.

Afterwards, Ben had to deal with his evil "twin" who attacked him, a Galvan named Albedo, who was Azmuth's assistant. Unfortunately, his greed for the Omnitrix corrupted him. He rebelled against Azmuth and attacked Ben to "steal" the Omnitrix; however, the Codon Stream recognized Ben's DNA as the true owner of the Omnimatrix; thus, while wearing a duplicate omnitrix, Albedo became stuck as a genetic copy of Ben. When they clashed for the first time, Albedo ended up with white hair and red eyes, distinguishing himself from Ben. When Albedo made an upgraded version of Omnitrix to defeat Ben, Vilgax joined hands with him. Ben was forced to give up the Omnitrix to save Gwen and Kevin; however, In the end Ben managed to turn the tables. Not only did he defeat the tyrant and warlord Vilgax and the genious Albedo, but he also got the upgraded version of Omnitrix as well, the Ultimatrix, which allowed him to access the hyperevolved battle oriented versions of his transformations, who were dubbed as Ultimate forms.

Ben had a lot of mind blowing adventures like that; however, nothing trumped the clash between him and the primordial entity named Diagon. Not only that, he also had to deal with the righteous but lunatic Sir George, who wielded the mighty sword Ascalon, a weapon capable of destroying entire planets and seal interdimensional beings. Well, to make the matter worse, Vilgax decided to get involved; anyways, in the end he succeeded in beating the baddies and surviving the day like always. Talking about them, they sounded like an old relic now. There was also a very interesting incident, a fan of his, a kid named Jimmy Jones, almost managed to expose his secret identity... almost. Thankfully, Ben was wearing a party mask at that time. He tracked down Jimmy and convinced him to not do something like that again. Jimmy was disappointed, but, as Ben wanted to keep his superhero life secret from the rest of world, (considering how many middle aged men and women all around the States hated him thanks to the bastard Will Harangue) he honored his wishes.

Superheroing was more of a chore nowadays. It was kinda fun with Gwen and Kevin. Unfortunately, Gwen happened to be a genius who skipped a highschool year and got into an Ivy League college named Friedkin University, it was located in Las Angelise. She moved out from Bellwood at the first chance, Kevin obviously followed her and all this left Ben a bit lonely. His grandfather was dead, gone, End of the story. While his parents loved him a lot and supported him every time, they weren't part of his world. He loved them a lot too, but he wouldn't expect them to understand what he was going through. Ben tried to remain on his toes by training with the Plumber's Helpers and Cooper. It was a rather complicated feeling. He missed the excitement of being in a battle, facing foes who are powerful beyond his imagination...the satisfaction of being a real superhero. There were other parts that Ben was happy with just his routine boring life. He had a few solo adventures. Now Eon and Maltruant didn't count, a few times Ben 10,000 and Paradox were with him. Deep inside, he knew he was thirsty for a new adventure, a new danger that he can face , a new obstacle he can overcome.

Ultimately, something similar did find him on its own.

* * *

 **Flashback Start**

"You gotta have a pretty good reason for this; otherwise, I am not going through with this!" Ben narrowed down his eyes, throwing a glare at his granduncle, Gordon.

Just like Maxwell, Gordon was a heavy set old man in his eighties. He had grey hair, a grey mustache, and black eyes. Gordon was Max's elder brother and when Ben was young he provided him with basic and intermediate plumber training. He was the sort of man that was always dressed in those sophisticated suits. He even wore a hat. Gordon was the sort of man who can always offer wise words to you and even Max relied on his advice. Ben would have no issue in believing the old man, if it wasn't that absurd.

His eyes met Ben's, "Ben, it's an easy mission. We just need a teenager to do it."

"I am not going to Japan, there is no way in hell I am going to do that. Besides I have finished my highschool years here. I am not going through the entire year of torture just for the sake of some mission!" Ben huffed in annoyance, "look Gramps, my life is kinda ruined right now. You better have some goddamn explanation before you kick me into a country I only saw in kung fu movies!"

"We sent many agents before you; however, they failed to come up with something!" Gordon explained himself, "have you heard about the famous Tenshi Liner accident?"

"No!" Ben denied.

"Well, a cruise carrying over three hundrerd children vanished without a trace. Even we couldn't find it. Not only that, the five students of the same Highschool who survived due to not attending that trip disappeared without any traces too. This isn't even the start of our very problems. People have been murdered by someone and the police don't have enough evidence to tell who it is or what it is. This is not good Ben, we are the Plumbers, we are supposed to be mankind 's defense to the unknown. Your mission is to go undercover as a highschool student and figure out what is behind all this. Keep an eye out for anything suspicious and try to collect enough evidence to find out who's responsible, got it?"

"I really can't deny if child killers are involved!" Ben sighed with a yawn, "so, when do I leave?"

"Next week!" Gordon handed over the plane tickets and necessary documents to Ben, "You are a Tennyson, boy, go kick some ass!"

"I surely will, Old Man, I surely will." Ben chuckled as he took a look over the documents.

"With the help of intelligent aliens and our own Cooper Daniels, we managed to extend the time limit on your transformations to weeks. We added a feature which will allow you for an easier swap during battles, now go collect your Proto Tool from Molly. And remember Ben, always be careful!" Gordon smiled, with a reluctant nod, he left. His parents were going to have a field day about this.

 **Flashback End**

* * *

Ben brushed the sweat from his forehead, finally after a few hours he was released from the horrors of Customs. Over the top of everything, his luggage went missing. He finally found it but the summer heat and Jetlag nearly torched him over again and again. After having a few rounds of strawberry milkshake, Ben pulled out a piece of paper that had the directions written for the apartment. "Well, I got to make the most of this situation. I am a superhero afterall; besides, I always wanted to get away from my nagging mother, who thinks that the whole world revolves around dieting."

Quickly, he started walking, thanking the plumbers for installing a Universal Translator inside the Ultimatrix, which didn't have one built in like the Omnitrix. Using his new-found, fluent Japanese, Ben called out a cab. He needed to take a bath, he needed to eat, and his body required a good amount of sleep.

Sorry, planet Earth, you gotta protect yourself while Ben 10 sleeps, okay?

* * *

Someone wise once said that 'our eyes reflect our lives…'. As Ben Tennyson opened his own eyes, he thought of that particular quote. 'Well, whoever said that surely wasn't living my life, that's for sure.' A disgruntled Ben said in his mind.

"Aren't you a sight for sore eyes?"

Ben had turned toward his nightstand and saw a small, not-so intimidating spider crawling on his lamp beside the blaring alarm clock. It had already started to form a web. Disgusted, he wiped off the spider and took off the web as fast as he could. Dusting his hands off, Ben laid back in bed, not wanting to get up.

'Why must it be Monday?' he thought to himself.

Looking around from his left to his right, he saw an untidy room meet his eyes. Several weights were littered all over the floor, his own clothes were thrown all over the room, making it look as if a hurricane had hit, his laptop had a crack on the right hand corner of the screen, and half-ripped posters of all kinds of wrestling stars covered almost all the walls.

Ben sat up and rubbed his neck. He let out a long sigh and eventually made his way over to the alarm clock which had continued to blare. Annoyed now, he stopped it by hitting it with the palm of his hand. "Can't you tell I'm up already?" he asked it shaking his head.

"My eyes tell me superheroes need ten hours of sleep!" Ben sighed inwardly with a yawn.

There was then a gentle knocking behind his closed door. as a soft voice emanated from it. "Ben, it's time to wake up. I made bacon and eggs, honey."

"Alright, Aunt Sachiko," he nodded and proceeded to get dressed

The main reason why his mom agreed was pretty obvious, it was thanks to his aunt, Sochiko Hyoudou. She was a beautiful middle aged woman with Japanese-American lineage. She was Sandra Tennyson's cousin. Despite living in two opposite sides of the globe, they were pretty close. Mainly due to the fact that Sochika's parents passed away in a plane crash and she got adopted by Sandra's parents. When she became an official adult, she accepted Japanese citizenship and moved to Tokyo. Where she met her husband, Issei Hyoudo. Afterwards she decided to become a High-school teacher, currently she was the principal of Ryoukou High school.

Her husband, Issei Hyoudo, was a reasonably fit middle aged individual who worked for the local fire department. He was a very laidback and cheerful person, just like Ben's dad Carl. He had brown hair and matching eyes. Not only that, he too doted on his nephew a lot, just like his wife did. Both of them were very fluent in English, that's why visiting them in his childhood wasn't that big of an issue. It was the mutual understanding of both families to meet once every couple of years, so no need to say, Ben spent a lot of summers with them. It was just that...he didn't shy away from discussing the topics he shouldn't have.

He really, really shouldn't have. That man was a porn and breast encyclopedia. It was pretty embarrassing once he started talking about such things.

Ben let out a sigh. At least someone knew how to rise and shine. He had yet to know how to do that. The Ultimatrix bearer walked downstairs to the kitchen, once he brushed his teeth and got properly dressed. Downstairs, he rubbed his eyes as he attempted to stay awake.

"Mornin," was his only reply as he got to the kitchen table.

"Hey big guy," his Uncle Issei looked up from the newspaper. "What? Did you pull an all nighter watching adult movies, or did any of those pornos knock you out?" He chuckled.

"Hey Uncle Issei…I see you still have your usual humor for your old age." Ben said sitting down.

"Hey! He comes into the kitchen with a zinger!" His uncle laughed again. "Nice to know you're not dead." He patted him on the shoulder.

"Honestly, Ben, you look tired." His aunt, Sochika, said as she put his breakfast down in front of him. "You should try to sleep at a proper time, it's very necessary for teenagers like you!"

"Well, I gotta tell you nephew dearest," Issei spoke with a cheerful grin, "you are going to Kuoh Academy, a place filled with pretty and gorgeous girls. It used to be an all girls highschool but they recently turned co-ed. Make sure you bring along all the essentials. I know you've become much more independent now, but I can't honestly stress how important a little protection is." Issei pumped his fists in air.

"Jeez, Uncle Issei, don't say it like that! Your words could easily be mistaken!" Ben deadpanned. Ben swore, sometimes that man doesn't think through half the stuff he says...or maybe that's most of the time.

"Onii-chan! Funny face!" a squeaky voice yelled from behind. The source of the voice was none other than Hyoudou Nanami, Sachiko and Issei's daughter. The little girl had the same kind of hair as her mother, although much longer and she wore it in a ponytail. Her eyes were just as bright and golden as Issei's. She hugged Ben from behind during her giggling fits.

"Oie! Chibi-cousin, I didn't know you were up!" Ben chuckled as he ruffed her hair up a bit. He picked her up, after spinning her around for a while, Ben made her sit on the little chair.

"Onii-chan, you are so cool!" The little girl poked Ben's shoulders once again

"Hehe, of course I am, your cousin is the epitome of awesomeness afterall!" Ben chuckled with a two finger salute. Just as he finished the sentence, Sachiko lightly thumped on his head causing him to let out a groan.

"Aww! What did you do that for?"

"As much as I love seeing you confident and happy, even I want you to be sensible and mature." Sachiko giggled, causing Ben to frown.

"Onii-chan, funny face again!" The little girl chirped causing both adults to break out in laughter.

"Ah, it's so nice to have us all together at this table again, though Sandra and Carl must be feeling terrible right now," Sachiko sighed as she placed a plateful of food in front of Ben. Despite trying to sound cheery, there was no hiding the subtle tone of hurt in her voice.

"Well, you know, a hatchling's bound to fly off its nest sooner or later. Ben will be a college student next year after all. I think they will be happy because we are here for him!" Issei responded, grabbing his mug and taking a sip of coffee, and without really even taking his eyes off the newspaper.

"Pewtty Girl kissing Onii-chan!" Nanami shouted, pointing out at the photoframe which was placed on the opposite side of the wall.

Ben instantly spat out the coffee in his mouth in surprise, his face looking very red and eyes slightly tearing up from the quick outtake of the hot substance. The image displayed his seven year old self, heavily bandaged, sobbing in the background of a beach. A beautiful red haired girl had wrapped her hands around his neck and kissed his forehead.

* * *

 **Flashback Start**

A seven year old Rias cowered as the other older girls kicked her. She was curled up in the fetal position trying to protect her head. The holy energy in this place was way more than her child body can handle. The only reason she was even here was that she got seperated from her mother on a stroll and accidentally ended up near this shrine. She didn't even know Shrines counted as holy places, all she wanted to do was see the human festivals which were held in this area.

"Little miss prim and proper should learn her place!" One of the girls mocked as she lashed out at Rias. She looked at least thirteen, "because of you, my boyfriend thinks I'm not pretty anymore. You dirty Tomato, you ruined my date for this festival!"

"Yeah! Let's squash the Gaijin!" her two minions joined in with no remorse while they kicked and stomped on her.

"Hey! what do you hags think you are doing?!" A loud voice distracted the girls who turned to face a young brown haired boy. He was wearing black trousers and a green shirt. From his appearance, he appeared to be foreign

"Hags? Well look what we have here, we have another Gaijin! Sounds like someone is asking for a beating," the leader smirked as they left a whimpering Rias and turned to the newcomer. Surprising him with their knowledge of english.

"I don't like fighting girls…fortunately, I have no problem fighting bullies!" The Seven year old brunnete proclaimed loudly.

"Why I ought to…" the girl lashed out at Ben who easily dodged her attack and pushed her over, causing her to scrape her elbow. Another one came from behind and delivered a devastating kick in Ben's abdomen, sending him spiralling backwards.

"Still think you can take us!" one of them mocked with a smirk.

Without even bothering to respond, Ben jumped forward towards his physically superior adversaries. He smashed a drop kick right on her face. He landed a few good hits, he broke a few noses but in the end, the older girls ganged up on him and started beating the crap out of him. The young boy fought valiantly and soon Rias managed to sneak out of the holy place. After reaching some viable distance, Rias slowly felt the pain she felt from her time in shrine dissipating. She watched through the teary eyes as the human boy kept getting up and fighting back those mean girls. A tear rolled over her cheek. Only if she knew some magic apart from power of destruction, that kind boy didn't have to get hurt. She didn't even ask for his name.

* * *

A woman with dark brown hair, hazel eyes, and a kind face chuckled as she offered the ice cream to the brown haired child. The child cheered gleefully despite the number of bandages covering his body and a plaster over his left arm. He laughed as if he was having the time of his life. After a few moments, the boy's eyes were locked on the sandbox, a few yards away.

"Aunt Sachiko, sandbox!" Ben cheered loudly. He bounced in the air as he pointed towards it using his remaining hand, "I want to play in the sandbox!"

"You are hurt badly Ben, I can't allow that!" Sachiko responded sternly, causing young Ben to pout. His face quickly turned into a smile as she handed him over a Spiderman comic. Sachiko giggled, her nephew was really easy to please, it was kinda adorable. She wished someday she could have her own cute children like that.

A brown haired woman took a seat at the other end of the bench, placing her daughter on her lap. The little girl appeared to be around Ben's age, and Sachiko had to admit, she was adorable. The girl had bright blue eyes, and short crimson hair that was pulled into pigtails.

"Sit still, Rias." the woman giggled, pulling the girl's jacket off. Rias bounced excitedly in her mother's lap, squealing in joy.

"Sandbox! Sandbox! Sandbox!" Rias cried rapidly. Rias' mother was finally successful in pulling off the girl's jacket. Sachiko smiled to herself as she saw that the little girl's blue dress brought out her bright blue eyes. She always wanted to have a child with blue eye, oh she couldn't wait to oneday have a child.

Quickly, Ben pulled his head out of the comic book, wondering where he saw the girl before. The brown haired woman turned to him with a sympathetic smile.

"Poor child, How did he end up like this?" Rias' mother, Venelana, wondered aloud, seemingly concerned about the human child.

"He he, my Ben's a fighter. He got injured rescuing a princess, right?" Sachiko giggled as she ruffed Ben's hair. Ben looked away in embarrassment, he really wasn't a big fan of getting pampered like that.

"Oh! He is just so adorable!" Venelana giggled, "Is he yours?"

"He is actually my foster sister's son. She went shopping for a while so I decided to babysit him today." Sachiko responded with a smile, as she pointed towards Rias. "Yours is quite a firecracker herself!" Venelana laughed.

"Tell me about it!" she exclaimed, giggling, "I brought her here with hopes that she'd want to play on the playground equipment so she'd release some of her energy, but she wanted to play in the sandbox! I'll never be able to get her to take a nap when we get home!" She said with an exasperated tone.

Suddenly Sachiko watched as Rias, halfway to the sandbox, turned and ran back to her mother.

"Mommy! I fo-got…I fo-got…" the girl stuttered, bouncing in excitement. "I fo-got my ball!"

"Oh, that was Mommy's fault," said the child's mother, handing her daughter a red ball. "There you go, darlin'."

The redhaired girl blinked as the injured boy put the comic book down and glanced at her. Despite bandages covering a few parts of his face, he gave her the most beautiful smile she had ever seen. She instantly realized who he was.

"Hi, whatchu doing?" He greeted with a cutesy two finger salute.

"You wannna play ball?" Rias asked, giggling, as a smile emerged on her face. Ben stared at the ball. It was as if he were contemplating whether a ball was worth the price of a spiderman comic. A few seconds later, Ben gave the redhead a large, toothy grin.

"Okay!" He cried, his free hand outstretched. Rias giggled shrilly as she held the ball over her head.

Venelana was dumbfounded, that was really amusing. Rias never shared her toys with anyone, not even Souna.

"Ah you weddy?" she asked, her tiny arms shaking. Ben nodded enthusiastically, and that's when Rias flung the ball as hard as she could. Sachiko winced as she saw the ball bouncing off Ben's bruised face. The boy looked momentarily stunned, and then his bottom lip began to quiver. Less than a second after the quiver, Ben began to wail loudly. At the sound of his wails, Rias gave him a frightened, yet apologetic, look, and crawled over to him. She placed a hand on his face to comfort him the best she could.

"No!" Ben cried, trying to back away. He fell onto his back, and started crying even louder.

The two women quickly got up off the bench, and ran over to their children; however, before they were able to do or say anything, little Rias crawled over to Ben, and leaned her face down. She gave him a kiss on the forehead.

"A kiss make evewyting betta!" She declared happily. Once again, Ben looked stunned. Sachiko had come to the conclusion that Ben was okay, and that he was just surprised by the ball hitting his head. Ben was quick to prove her wrong.

This time, he sobbed even harder.

 **Flashback End**

* * *

"My, what an honest reaction—this girl must be something," Issei grinned as he leaned with both hands on the table.

"This is ridiculous! Who takes pictures of their crying nephew?" Ben raised his finger accusingly with a slightly flushed face.

"Honey! Did you put it here?" Sochika asked her husband.

"What?" Issei chuckled, "a boy should be proud of his first kiss, Ben! If she can have this kind of effect on our Ben, I can tell she might have grown up to be quite the catch. If so, stop lollygagging, Son! You must answer the call of your heart. Make her fall for you like only the nephew of Hyoudou Issei can!" Issei exclaimed standing up and pointing his right hand skyward.

"Geez! I didn't even see her since the last four years; besides, I hardly think she even lives in Japan." Ben deadpanned, Issei Hyoudou had an uncanny ability to embarrass and irritate him at the same time. Ben grabbed his backpack and proceeded to leave through the door.

"Be careful, Ben!" Sachiko called out.

"Like I'm not..." Ben mumbled as soon as he closed the door to his house. Taking out his skateboard, he set off to go to his new school. He huffed in annoyance, there was no need to get worked up over his Ero-Uncle's teasing. It wasn't like he was going to run into Rias after a long gap of four years. Even if he did, he doubted that a super duper rich girl like her would even remember his name. Ben frowned; besides) if she considered him even a tiny bit of her friend, she would have tried to contact him. There was facebook, Email, Gmail, Twitter, texting, calling, heck even mailing a letter...It was a digital age; besides, for someone so rich like her, it wouldn't be that hard to contact him. Ben sighed inwardly.

"I bet the spoiled princess must be hanging out with a rich hot shot boyfriend! Who cares? I am a Superhero, I have bigger fish to fry than get worked up over girl!"

Issei closed his eyes and took a long breath as he noticed his nephew leaving for highschool, fifteen years ago, he was just like him, naive, careless, not caring for a single person in the world. It was one of those times when he dreamed about having a harem, he went through extreme lengths so he could peep on multiple girls. The kendo club, swimming club, tennis club, anyone with a pair of good oppai on them, he would do anything to see them, especially in their birthday suits. In those days, he even went so far as declaring himself a Harem King. He looked over at his beautiful wife and smiling daughter.

He was truly an idiot in those days.

He could trade a thousand harems just to see a smile on their face.

* * *

 **A/N So how did you like it. I know it is a lot like the original, but it should only be until chapter five. I will also have help on this story by Dhruva so it doesn't lose its original charm. Anyone willing to make fanart or a cover image is welcome.**

 **Please review, I don't care if it is to tell me about how you liked the story or for criticism and how I can improve it. I welcome all reviews, except flames. Just for all those people who don't know the difference I will explain it.**

 **Criticism:It is the analysis or judgment upon someone's work.**

 **Flame:It is a vitriolic or abusive message posted on the Internet.**

 **I have nothing else to say, so I guess this is goodbye for now.**


	2. Chapter 2

An arctic breeze blew through the halls of a long forgotten castle which was currently in ruins. To be honest, It had seen its fair share of glory; however, with the death of its original owner, it was doubtful that even history had any place for it. It had been ages since anyone set foot in it. Actually, the structure was built inside the very core of a mountain. No one knew of this former castle, being one of the personal hideouts of the original Lucifer. No Devil knew of its location any more, not even the current Maous.

Except for one indivisual, he alone knew of thislong forgotten castle.

A dark silhouette walked lazily across the once proud and luxurious pathway to the glorious throne, one of the very few pieces of furniture that still remained inside the castle.

"This brings back some fond memories of those times…Father would have never thought this place would be forgotten, it's such a shame indeed."

The cold, regal voice of the man resounded across the deserted hall.

He was a very lanky individual, dressed in silver royal attire that was similar to those Maous used to wear, his shoulders protected by well-crafted armor. The man had a handsome face: his shoulder-length silver hair and a matching goate beard completed his appearance. His eyes which had a shade of golden color in them landed upon the throne.

A simple badge which had a green and black hourglass symbol painted on it. It was glowing with a dark red aura, as if it was a gem.

A smirk graced the man's lips while he approached his destination, finally stopping in front of the throne. He was none other than Rizevime Lucifer, Last descendant of the original Maou and one of the three super devils of the Underworld.

"This is where you wanted me to come, huh? I wonder…."

Carefully, the man's right hand slid over the smooth surface of the badge. He gently pressed it forward.

"What is it you truly want?"

The moment those words left his lips, the badge lightened up, illuminating the dark hallway in a cerulean-crimson light. The silver-haired man gritted his teeth, sweat poured down his face while his body shook uncontrollably.

He could not take his hand off the badge. No matter how much he tried, he couldn't even budge a single finger.

His eyes widened when a powerful presence washed over him. Something he had never felt in his entire long-lived life…something that made even him-a super devil's power-pale in comparison.

A dark sinister voice resounded inside his mind. A voice that filled him with despair and fear.

*´So you have come, Little Devil…you've heard the call of my voice…the call for immeasurable power and knowledge.´*

The silver-haired man thrashed violently, trying to pull his hand apart to cut off his connection with the powerful being, which grew stronger with each passing second.

*´Your world is bound to be burned down to the ground, ready to be consumed by my immense hunger and greed for power…only chaos and death shall remain.´*

A pained scream escaped the man's lips as his mind was slowly corrupted and deceived.

´I am still a prisoner, sealed inside this void. You need to free me...so I can gain access to your world…I choose you to do so. Open a portal for my army and you will become the only Maou-sama in every universe that exists. You will have immeasurable power, beyond anything you've ever dreamed possible…´

His screams finally stopped to resound across the hallway. The man took a deep breath before a dark smile formed on his lips.

´Do not fail me…be successful on the other hand and I will grant make you the ruler of entire multiverse.´

"Y-yes, Master Diagon…your wish shall be fulfilled!"

The badge glowed one last time and dispersed in thin air, as if it wasn't there in the first place.

The Destroyer had made his first move. It was about time to see whether the hero could catch up to him or not. The battle to determine the fate of this Universe and the others, was about to begin.

As the Ultimatrix bearer walked through the town, he noticed the different shops and stores that the city had to offer. "This place ain't half bad," he muttered as he took in his surroundings. He then made his way to where the address was located, with a little help from the crowd, giving him some directions of course.

* * *

Finally, he reached the gates of the huge institution called Kuoh Highschool. Ben shook his head in disbelief once he realized how huge the campus really was. It was expected to be massive, considering it had one of Japan's top universities attached to it.

Yes, Kuoh was both a highschool and a college. That really was very cool. Ben wished his own highschool was as cool as that. This was a modern day castle compared to even Gwen's college, which was pretty huge in itself too. Ben looked at the several multistory buildings located inside the academy. He casually strolled out in the direction of his new school. The closer Ben got to campus, the more and more students from Kuoh he saw also walking to school, mostly girls.

"From what Uncle Issei told me, Kuoh Academy used to be an all-girls school. The school only recently allowed boys in the past few years, so the number of girls still highly outweighs the boys. I think I remember him say that all of the girls there were really pretty too. Well Ero Uncle might be annoying but I can't deny what he said, this is a huge plus!" Ben said with a slight lecherous smile, but it quickly vanished after a moment.

Quite absent mindedly, Ben entered through the wide-open front gates of the illustrious academy, still surprised at how big and fancy it was up close. He's been feeling homesick a lot lately, and it didn't help that he was pretty much alone and far away from home. The wielder of Ultimatrix gulped. Why was he so nervous? He stood up to the likes of Diagon and Maltruant! Beings that literally eradicated the entire Universe! Surely he could walk into a simple classroom filled with a bunch of pretty girls, right? Yes, he could!

"Here we go..." Ben took a deep breath.

The High school portion of Kuoh's campus had one central building that looked like a European mansion with large windows and the slopping roofs. It was a three story building with a four story tower at its center. There was a dirt path leading up to the main building from the main gate to the main building with a fountain in front of the main school entrance. The path was lined with small trees and gardens with benches scattered all over so that students could sit down and relax. Ben checked the time on his wrist watch, Ben took in a deep breath and made his way to the main receptions. He noticed how some of the girls appeared to be sizing him up and whispering to themselves, but most did not care about him as the students rushed to their classrooms. Homeroom was scheduled at 8:20AM and from what he knew, the Japanese were very strict with regards to punctuality and Ben didn't want to get in trouble on his first day at the prestigious Kuoh Academy.

"Good morning Ben-san." Ben was greeted by a woman that looked like she was in her late twenties. She was wearing a blue suit and had her deep black hair tied into a bun behind her. She appeared to be a no nonsense sort of person; however, she had a spark of youthfulness and humour in her eyes, "sorry for being late, those peverted duo were at it again. Anyways, Its good to see you arrive here before the allotted time. There is still some time left for homeroom to start so no need to rush. I am Miya Fujiwara by the way, I talked with your aunt, Sachiko, on the phone last week!" She continued introducing herself with a cheerful smile.

"Nice to finally meet you, Ma'am!" Ben responded with a polite bow. Considering the fact that he was in Japan, he's got to respect the local customs.

"It's alright! Your manuscript is pretty good and I gotta tell you I am a big fan of this Soccer! And you made MVP seven times in a row. That's quite an accomplishment. If we had a boys' soccer team, I would have made you the captain straight away!" The teacher responded with a warm smile. A little while after her outburst, she she saud, "let's head to class 3-B now shall we. We don't want to keep the students waiting now, do we?"

"Hai." Ben answered and the two of them headed towards their class.

* * *

Trying to make friends has always been an issue for Ben Tennyson, even in the past. Despite his outspoken and brash nature, he wasn't very popular in his school—or maybe it was because of it. But even as he grew up and became more mature over the years, he still found himself rough around the edges. Somehow, when it comes to socializing with normal people, all that trademark confidence of his flew straight out the window, consider it his Kryptonite. Even his overwhelming popularity as a star soccer player did very little to actually improve his reputation. Turns out, Soccer doesn't get you hot cheerleaders as they show you in those corny high school romantic movies or the terrible, cheesy romantic novels houswives sometimes read and like.

He sighed once again, patiently waiting for the teacher to open the door. After what it seemed like hours to him, (in reality that was just fifteen seconds) the door creaked open to reveal the familiar face of the homeroom teacher. Just the moment she welcomed Ben inside, the Ultimatrix bearer found himself at the center of attention. All of the students in the room focused their eyes solely on him before breaking out into murmurs, hushed whispers, and, from some random person, giggles. Deciding to not pay much heed to that, Ben looked around the room. The first thing Ben noticed was that the classroom was entirely consisting of females, Ben guped, this was going to be a huge issue for time being. While Ben was a healthy teenager and loved to be around girls, too many girls wasn't something he would prefer. He needed someone to discuss sports, vehicles, and video games with. This was surely going to be a very long year.

"Ah, everyone, I have a good news!" The teacher gathered everyone's attention, including Ben's as he snapped out of his thoughts. Turning to the brown haired boy, she handed him a piece of chalk and asked him, "please, introduce yourself?"

Said person nodded as he turned around to face the blackboard and proceeded to write his name on it. After he was done, he turned around with a confident smile and made his formal introduction to the class with a friendly wave.

"Yo, nice to meet you all. Name's Ben Tennyson. This is my first time attending a Japanese school, I will really appreciate your support in making the transition smoother. I hope all of us can get along." The young Plumber introduced himself with his trademark grin. He recently had a growth spurt since last year. Standing at 181cm tall (5'11) with messy brown hairs, Intense, cool, but not cold, emerald eyes that shone like a gem, and a highly athletic build without an ounce of fat in them. He surely had a top notch Hollywood action hero look, hands down. He could probably play a great Superman or Captain America in the movies.

Ben noticed that most of the girls had blushes on their faces, some had hearts in their eyes, and some, though not many, had nosebleeds. After his introduction, all Hell broke loose. The girls swarmed him and kept asking questions.

"How old are you?"

"Where do you come from?"

"What is your type of girl?"

"Can I get your number?"

"Are you seeing anyone right now?"

"Would you like to meet me for coffee sometime?"

"Would you be willing to join my club?"

Ben immediately frowned, If Kevin or Ero Uncle were to hear about all this...he was going to give a field day. Well, Ben decided to remain tight lipped regarding this. It wasn't going out at any cost, he'd take this moment to the very grave, if he even could die when he bacame Ben 10,000. Thankfully, the homeroom teacher finally decided to make her presence known, saving Ben from further embarrassment. and possible heart failure from the amount of hormones pumping through his body at this point.

Seriously! What was with him and blushing girls? He understood if he was being chased down by a fangirl mob as his Alien Hero persona, but as a normal human he never had much luck with girls back home.

The teacher noted the reactions of her students and hummed happily, "Alright then! Tennyson-san, why don't you take your seat, it's right next to Hanakai-san at the window." She said as she pointed towards an empty seat at the back near the window which was next to a considerably beautiful girl. With long white hair that extended all the way to her knees, blue green eyes and substantial curves, which were all accentuated with her height , she appeared to be one of the most beautiful girls at this academy. With a slight tint of pink adorning her cheeks she waved cutely towards the young plumber. Ben nodded his head and walked silently towards his seat.

Sitting comfortably into his seat, Ben jumped a little when he saw that the girl was looking over at him.

"My name's Momo Hanakai. It's nice to meet a new student as cute as you. I hope we can be friends."

Not expecting the words to come out of Momo's mouth, Ben widened his eyes in surprise. Momo smiled bashfully towards him, with an evident blush on her face and looked back to the teacher. The Ultimatrix bearer facepalmed, there was clearly too much estrogen in the air for his liking.

'Great! That's just fan-fucking-tastic!' Ben let out an inward sigh and tried to concentrate on the blackboard which was filled with all sorts of chemical equations, and it was a very well known fact among Plumbers that Ben would rather take on Vilgax and Eon altogether instead of solving organic and inorganic equations.

* * *

Well, no need to tell classes were super boring. He only managed to stay awake because the teacher was a real hottie, thankfully that was the only thing he could see without his eyes getting sleepy. If Gwen ever found out he thought about a teacher like that...he would go two times over Vilgax than facing the angry red head Anodite. He wasn't a pervert but still he was a teenager with hormones... anyways, let's drop the topic.

Eventually the bell rang and the time from Hell was over. Ben Tennyson despised schools, he hated them with passion, well the classes mostly, the sports and beuties were actually the only thing that made him want to go, albeit barely. What good was algebra and science going to do anyone who didn't plan on being a nerdy science geek? What good was history when he didn't give two twats about the past? When would the velocity vector "V" of an object that has positions x(t) at time "T" and "X" at time, can be computed as the derivative of position: ever be useful?

Never, that's when. Ben wasn't some nerdy science geek or some stupid smart physics professor in the making. He was an intergalectic police officer, a full time superhero. The world's only superhero...well the last one was a bit far streched but combat was his profession and kicking ass was his calling card. He didn't need to learn math, history, or physics. Let the people who were going into professions that needed to use that crap learn it. He was just fine sticking to turning into intelligent aliens.

Ignoring the many people who were staring and pointing at him-being a trouble maker in his youth and the way people used to glare and hate him while he was in alien forms thanks to back home, it was pretty easy for him to ignore the way people were whispering behind his back. It probably helped that a good deal of them had been doing this since he got here. Just what was there problem anyways? The new caucasian student was making his way towards the cafeteria. Ben was impressed by how spacious and comfortable everything was in Kuoh academy. It was like strolling around in a modern day castle.

Arriving at the cafeteria, Ben was surprised to see it was buffet style with students permitted to help themselves from a very wide selection of various cuisines. Ben expected to have a huge culture shock while visiting the cafeteria; however, he was proved absolutely wrong. Instead, There was all sort of food here. Japanese, Chinese, Korean, even French! And it all looked like it was pretty top notch, as if this was a kitchen of a four star restaurant.

As Ben looked on, his mind drifted to other thoughts. He was thinking of what happened back in class and how all those girls reacted. Only if they knew who he really was, they all may have passed out due to shock. Thinking about this he thought of how some of his fans may act. Would they really think about his aliens like that? No, there was no way they would think of his aliens like that. wait a minute, their are people who think of animals like that, who's to say some of his fans don't think of his aliens, I mean they are more humanoid. Could someone really have a fetish like that? No, no way, he was not being thought of by women in that sort of manner, was he? what were they doing while thinking about him?

As Ben mindlessly walked to pick up an empty plate, he was brought back to reality by a tap on his shoulder. Turning around, he discovered the one who tapped him was a girl-woman around his age. Ben turned around in surprise, his eyes dutifully examining every inch of her. She was clad in the same uniform that the girls in his school were wearing. She wore long black stockings that ran up to her thighs. Her skin was cream white and flawless, and seemingly glowed as it basked in the light of the sun's rays. She had an amazing figure, almost like a model, but with rounder curves. Ben tried very hard not to stare at her F-sized gunboats. They were magnificent, proudly straining against both the vest and the undershirt that held them captive. But what caught Ben off the most was how extremely cute this girl was—her face was soft and gentle, her lips supple and rosy. She sported long, crimson red hair, with a single hair strand sticking out from the top and a few bangs that covered her forehead and side bangs framing her face.

"B-Ben, it's r-really you! What are you doing here? When did you come to Japan? Why are you wearing the school Uniform?" She bounced back and forth cheerfully, bombarding Ben with all sorts of questions. Ben shook his head several times, her larger-than-average...mounds-of-glory were more than distracting. As she jumped back and forth, they were jiggling up and down. Ben abruptly steered his gaze away from them.

"Excuse me, Miss?" Ben forced all of his power to stare in her blue-green eyes, he spoke out with curiosity and irritation, "have we met before? "

"Mou~how can you forget about me? I thought we were besties!" The girl responded with a cute but angry pout. She dug her fingers deeper in Ben's chest, "it's me Ben!"

Ben narrowed down his eyes, finally realizing why she seemed so familiar. Afterall he didn't know that many redheads who could run into him like this.

* * *

 **Flashback Start**

"Whoa! This is awesome!" A twelve-year-old Ben shouted at the top of his lungs. Rias was standing down waiting for him to get off that stupid skate board. It's been a couple of years since he found the watch, called Omnitrix as he's come to learn from those bounty hunters. One of them, Tetrax, has given him a hover board, and it was awesome; however, this new gift also got him interested in a sport of skating and extreme sports...trying to do something new, Ben raced towards a huge tree and stopped just when he was about to hit it. He took a sharp turn and raced away.

"BEN! Be careful." Rias shouted, having seen Ben's stunt.

Ben smirked and said, "What? Are you having feelings for certain badass from Bellwood?"

Rias blushed a bit but quickly narrowed her eyes.

"No. I just don't want you to end up in the hospital and spoil my vacation. You are my best friend after all, even if you're a big baka!"

Ben rolled his eyes and continued skating inside the playground. Trying to do another stunt, Ben raced towards Rias planning on stopping just some inches away from her. Racing towards her, he tried to stop the skate board in time. Unfortunately, the board didn't stop instantly and hit Rias right in the face causing her to fall to the ground. Ben jumped off the board and was near Rias in an instant. Seeing her injured like this made his stomach churn.

"Rias, hey, wake up!" He started slapping her gently.

Just when he was about to shout for his Aunt, Sachiko's, help, Rias moaned and opened her eyes. Ben sighed in relief.

"You okay?" Asked Ben.

Rias giggled and responded with a playful wink. "What? Are you having feelings for someone B-E-N kun?"

"S-shut up, Tomato!"

 **Flashback End**

* * *

"What the...? You are Rias...Rias Gremory! For real?" Ben asked dumbfounded, she really hit a huge growth spurt in all those years, no wonder he couldn't recognize her.

"I missed you~!" Before Ben could figure out his next step, the red head tackled him over with a feminine squeal. Unintentionally mashing her dirty pillows against his lower chest.

In the rest of the room, pandemonium erupted as the boys saw their idol and the Academy Beauty #1 just embrace the cute American newbie.

"Whaaaaa~t!", was the collective male and female response.

Murmurs in the cafetaria became a low roar. Then the dam broke.

"Oh gods, Americans are so shameless. How can he hug Onee-sama like this?"

"Is he some ex-boyfriend from abroad who broke Onee-sama's heart? This could be why she doesn't like boys, she wants to get together with her true love!"

"What the hell is that guy's relationship with her?!"

A lot moaning and gnashing of teeth followed, including some rather impressive death glares at Ben. The girls who'd been checking out Ben earlier were adding their own, targeting Rias. Ben let out a sigh of frustration. Ben heard gossip of the school's famous idol; the admiration of almost all, who was known for her beauty, charm, intelligence, and almost impossible degree of kindness. President of the Occult Research Club, top of her class, and a consistent target of a lot of school clubs and many love struck teens, despite having turned down the offers time and again. Apparently, she also had so many talents that it bordered on the absurd side.

Ben scoffed at the rumors. They sounded too good to be true. This 'school idol' seemed almost perfect. He had no idea, that school idol would turn out to be Rias.

His "Childhood" friend.

From behind and off to the side, several of her suitors were standing, glaring at Ben hatefully. But as with any of the other passing males, when they thought he was looking at them they would avoid his gaze. The Ultimatrix bearer deadpanned, first day of school and eighty-percent of the male population and three percent of the female population (there are people who root for the same team, you know!) wanted him dead. Even the combined hatred of Vilgax and Eon couldn't hold a candle in comparison to them.

"Umm...it's not like I am not happy to see you again, but you are creating a scene!" Ben let out a groan. It wasn't like he enjoyed being embraced by such a hottie and the way her bouncy assets rubbed against him.

No, he didn't! Ben will argue this point to his death and beyond if he has to.

Rias pulled away with a pout on her face, she still didn't let go of him. Tackling him from the other side, she mashed his right arm right in between her breasts.

"There is nothing wrong in hugging and loving a friend!" She declared with no hint of shame in her voice. Ben sweat dropped as he noticed hot salty tears of helpless rage and gnashing of teeth from behind.

"So, is this your first day at school? You must be feeling super lonely. Don't worry! You can always transfer to my class, you know! I'll teach you everything about this campus and the town! Where the best restaurants and video game arcades are, where the locker rooms are, and even where we can take showers together!"

Her face was bright and shameless. Ben instantly recalled how Rias was always clingy and energetic. She was also hyper sentimental regarding all things. He thought she would have grown up and mellowed down by now. Unfortunately, she didn't and with her "package" things turned even more complicated. He really wanted to stay away from complications as far as he could. Another figure walked right beside them, it appeared to be a young woman with a buxom figure with very long black hair and violet eyes. Her hair was tied in a long ponytail, reaching all the way down to her legs with two strands sticking out from the top and sloping backwards, with an orange ribbon keeping it in place. Ben blinked as he felt vibrations from his Ultimatrix, recently, Ben had teamed up with Cooper Daniels to improve some of the Ultimatrix's features. With the help of the boy wonder and his super genious aliens, he managed to improve the scanning feature. Considering how much of a hassle scanning another species had been, especially the way it backfired against Bivalvan and Ra'ad. So now he could scan other species more silently and efficiently, without disrupting his transformations or hindering him in combat. The symbol stopped pulsing and turned back to its original color. Making the vibrations stop.

"DNA scan completed, new Tltransformations available for use."

Ben was dumbfounded, what the Hell was happening? Why was he was getting DNA scans out from nowhere? The Ultimatrix bearer blinked, could it be possible that the scans were coming from Rias and the black haired woman?

Was it possible that they were not humans?

Were they aliens? Now, that was the thought of the day. Ben sweat dropped. Each and every person present in the cafeteria had stopped talking to stare at him.

Why did this seem like it was going to happen a lot...?

"It's alright Rias, I think I made a friend in my class so there is no need to go that far!" Ben responded with a sigh.

"You think?" Rias eyed him suspiciously.

Ben scratched his head. "Yeah, I'm not really sure. She was-"

"She!?"

"Will you please let me finish?" Ben whined in frustration. Rias gave him a sad look, her eyes resembling a puppy who had been kicked out from his house.

"Why do you need to befriend some random girl? You are already friends with me! Why can't your first friend be a guy?" Rias pointed a finger towards him accusingly, she continued while tapping her feet on the floor furiously, "so how many more girl friends do you intend to make? Or should we start numbering them? You know, it would really help keep track." She remarked with anger and sadness.

"What do you mean? " Ben deadpanned, This was really getting out of control.

The black haired girl scooted closer to him, whispering in his ears with a mischievous grin plastered on her face. "Look around!"

And so Ben did. He wished he didn't though. He noticed a lot of the girls glancing his way or talking quietly with their friends. When he made eye-contact with one, she blushed and spun back around.

What was up with this freaky school?

"I...was really happy to see you. I r-really missed you all these years, It really broke my heart when I couldn't visit you anymore and now, you want to hang out with some random girl instead of your best friend. What did I do to make you hate me so much?" Rias sniffled a sob, tears veiling up in her eyes. And before Ben could properly analyze the situation, the volcano irrupted.

"DIE GAIJIN!"

"I thought he was a good guy, he is just one of those heartless monsters who takes advantage of girls and throws them away!"

"Poor Onee-sama! This heartless Gaijin made her hate the entire male population."

"I want to put a bullet in between his eyes!"

"CASTRATE THE CRUEL GAIJIN!"

Ben's eyebrows twitched in irritation. People were just jumping to conclusions without even listening to his side of the story. He didn't hear so many death threats even in his long superhero career. He literally gulped when the Kendo club started brandishing their swords. No, not the wooden ones. The real, shiny ones which could cut through things.

The Ultimatrix bearer's jaw dropped on the floor, were they actually allowed to bring such things in school?

Ben heard about fanboying and idol worshipping but this went beyond his imagination. There was only one way to diffuse the situation, before more than half of Kuoh Academy dog piled onto him. Salvaging his pride, Ben spoke in his best Michael Morningstar expression, he grabbed Rias' shoulders.

"Well, to be honest...I want you (to help me). I need you (to help me)." He looked with all seriousness into Rias who had started blushing by now. "I don't think I could make it here without you (helping me)."

"I knew it, you were just messing with me. Weren't you? Baka-Ben!" The redhead 's face instantly brightened up, with a wide grin she snuggled even closer, making Ben's limb go even deeper in the sinful pillowy region. Ben stared at the black haired woman, giving her a pleading look; however, Instead of helping him she gave him a playful wink in return.

"Ufufu, ara ara It seems that you are the famed childhood friend Buchou keeps talking about!" The black haired woman giggled, introducing herself with a polite bow, "I am Akeno Himejima, please take care of me from now on!"

"Why am I always attracting weird stuff?" The brown-haired superhero inwardly groaned, "maybe life here ain't gonna be peaceful after all." He concluded as Rias and the newly dubbed Akeno dragged him in the Principal's Office so Ben could transfer into their class. Of course Ben didn't know they would actually succeed. How was he supposed to know that Rias' parents actually owned this academy.

Man! His life was practically screwed.

* * *

It reeked of Formaldehyde.

The brown haired individual grimaced under the crimson scarf covering his face, the stench almost suffocating despite the covering. He'd been to a lot of slaughter houses before, he had dealt with his fair share of Satanists, from every religion and their barbaric rituals but he never got used to the stench: ocerpowering and clingy, coughing a bit, the man in his late thirties dropped from the window to the wet floor with a muted smack.

The things he'd seen in the Holy Sword Project's lab...he thought he'd seen the worst of humanity with Valper and his freak shows, so it was a drop in the bucket compared to what went on in that madhouse: children rounded up like animals, knives cutting at their brains while they were still alive and little more than drooling morons to be used for menial labor. It made him sick.

He should have killed him then and there. Gabriel had defended that monster's worthless hide, claimed God didn't want to create a world where people killed one another and Valper could still be saved, but he knew it was an impossibility. Vasco Strada had fought in The Great War, and even he'd made it clear he was never proud of his actions. 'People killing one another for reasons they don't really understand', that was what he said.

Maybe they were right, but these men... they didn't play by the rules of the civilized. He'd let the officials talk him into sparing Valper's life and all he got for it was being deported to the country he loved, to continue his experiments in peace. Heaven would use his research to continue their depravities all in exchange for information that he didn't even know if it was worth it.

At least that's what he'd thought. Anyways, he heard recently about Sprite dragons vanishing from the forest and the sanctuary created by the Dragon King Tannin. Either way, it didn't matter. Maybe it was pride, maybe he got his jollies hiding under the people who stopped him, but whoever was behind this won't see the daylight again. Whoever was behind this is not going to make it out of this madhouse alive.

Still, his choice locale had definitely fallen, "How the mighty have fallen..." he stepped over the moist floor, His sword at the ready. His honed instincts as an exorcist hadn't blared at all in the time since he'd gotten here, but he wasn't one to ever drop his guard. The asylum had been abandoned for a few months now, a result of a lack of funding and money being pumped into 'more important' projects.

"I have never seen my kin slaughtered like this!" A deep voice came from the crimson, metallic gauntlet which covered most of his arm. It even had sharp claws coming out from it while an emerald gem glowed in the middle of it.

The person gave a nod, the sight was just as depraved as he expected, albeit for different reasons than he expected.

The basement had been converted into a makeshift laboratory, the stench of blood and rotting meat hanging in the air, 'just like a slaughterhouse...' he winced, covering his nose and mouth to avoid gagging. He could see the walls crudely broken apart to make way for tables and carts full of tools, brick and stone littering the floor in clumps.

However, what drew his attention, was the tables' contents: bodies barely covered with bloody swaths of cloth, the exposed flesh, clammy and veiny. The individual drew closer and placed a hand against the neck of the closest one, "...dead." He shook his head and closed the human sized dragon's blank, open eyes. Given the body's condition he could assume that they'd been killed recently, maybe a day or two ago. The rigor mortis hadn't passed yet, at the very least.

He pulled away the blanket and nearly recoiled at the sight, "my God...what the hell is going on around this world?" He shook his head. Their brains had been left intact this time, but that would have almost been a mercy compared to what he saw now-Limbs mutilated and fitted with technology far beyond what he could understand, their features perverted and grotesque. Arms that were far too small, legs that were far too long...like misshapen dolls, attached onto the dragons' bodies.

The person frowned, Michael wasn't going to be happy hearing about all this and Tannin would have to hold numerous funerals at once, giving dragons bad news wasn't an easy task, even for someone like him. Before he could decide his next course of action, a thunderous explosion shook the entire area. Forcing him to blink. His enhanced perspection allowed him to see a monstrous claw engulfed in a dangerous amount of electricity making its way towards his neck, the person just brought forth his metallic gauntlet.

BOOM

A powerful shockwave sent the entity spiralling backwards across the ground, creating a small pit in the process due to the creature's size. The creature quickly jumped back on his feet, revealing himself to be an animalistic individual with a face resembling that of a feral bull. Sharp horns emerged from his forehead and veins were bulging out from his shoulders. Lightning crackled all around his body, as if it was flowing through his veins.

"Oie, Ddraig, mind telling me who this weirdois!" The person removed his scarf, revealing himself to be Hyoudou Issei, who was definitely not just a Fireman.

"It's a Thunderbeast, Partner!" The voice of Red Dragon Emperor replied.

"Who are you Exorcist? How dare you trespass in my master's realm?" The monster snarled in outrage, ready to tackle his adversary at any given moment. The brown haired individual chuckled, ten pairs of golden white wings emerging out of his back.

"I am Hyodou Issei, Heaven's strongest exorcist!" Issei responded with a grin as he cracked his knuckles. "Why don't you tell me where your boss is hiding and I will let you leave here with your life."

His eyes narrowed dangerously, the Thunderbeast rolled his left shoulder, shrugging off his robe in that area before a loud creaking sound echoed out. A second later, a white protrusion of some sorts suddenly poked out of his collar before he reached up with his right hand, grabbed it, and yanked it out, revealing it to be a sharp, white blade comprised entirely of lightning. Upon drawing this weapon, he took a balanced stance and glared his foe down with the coldest gaze he could muster.

"My sole reason for existing is in service of my master," the thunderbeast said with a cool yet firm voice, which carried the spit of a threat." No one, not even Angel trash like you, will be able to get that kind of information out of me. All of you are so far beneath his greatness you won't be able to lay even one finger on him...your reputation precedes you, Sekiryutei," the Thunderbeast exclaimed, seeing the man remain still in his place. "I hope you don't think I should fear you because of that."

Issei breathed an exhausted sigh and cracked his neck to the side carelessly. This weirdo was so turned around it was like trying to convince a fulltime and ardent smoker to stop smoking. He activated the bluetooth on his left ear.

"Honey! You are late." A feminine voice greeted from the other side, "you promised that you will help me with the new sushi recipe!"

Jumping back, Issei lifted his left arm and blocked a slash from the side as the Thunderbeast came spiraling at him like a top on the air. Effortlessly matching his momentum with his strength, the exorcist ignored the sparks that flew past him as the monster's lightning blade grazed his diamond hard boosted gear, before shoving him off and kicking out at him. The creature roared in pain as the force of thousands of jackhammers smashed upon his head, sending him flying over the roof following behind a cloud of smoke and dust.

"It won't be more than ten minutes, Sachiko~chan! Just let me buy some fish and eggs first!" Issei spoke in a singsong voice as he jumped behind his fallen adversary.

* * *

Sitting at his worktable, Euclid Lucifuge typed away as he was intent on finishing his special project in time. He straightened his glasses every time an anomaly showed up on the holographic screen that was not applicable or useful.

"I really hate this world." He shook his head. "It's up to me…to change it." Euclid whispered. He pressed 'ENTER' on the keyboard and on the screen, several outlines of what appeared to be a red draconic gauntlet were shown alongside what appeared to be a large, red Western Dragon with a long neck and green eyes, It also had red and golden spikes throughout his body. On another screen, it displayed an image of a large, white Western Dragon with blue eyes and two gold horns. The being appeared to be more like a snake instead of a dragon. The last screen showed a pair of white Dragon wings appearing behind a silhouette's back.

Euclid smiled at his progress.

"Now all that is needed is a little editing." The arm on the screen flipped over and the image was broadened to reveal the exterior of the arm and those dragon wings.

"Save us!"

"Let us out!"

"You have no right to do this!"

"You can't do this! It's inhumane!"

"Tannin-sama will kill you!"

Multiple human sized reptilian figures cried from their cells, which lined the sides of the hall, the doors thick and the slots barely large enough for the occupants to get a look to the outside.

Euclid was a man who did not let things get to him. He had always been a man who solved problems with ease. Now he was finally faced with a bigger problem and he felt as if he was overwhelmed. He looked at the marvellous complex formula infront of him. He still couldn't believe it came from the mind of a low class being such as human. A major part of the combination was discovered by a human scientist named many years ago. It was supposed to increase a person's strength a hundred times over. The issue was that the formula had a few missing elements and it lacked the intensity to work on higher level beings such as Euclid. He was working to remove this issue; thus, he needed Dragons to add the "extra" effect in the solution.

In general, Euclid despised Humans, they were inferiors, Insects that scrawled on this Earth. Devils were the supreme existence in this entire Universe. They weren't supposed to make contracts with Humans, they were supposed to rule over them. Devils are beings that have to be evil, wicked, brutal, bad, scum, wrong, brute, and vicious. Copying what's done by a hero? Hero? That is something that a "Warrior of Justice" would do; however, this formula amused him. Even after working on it for thirty years, it still continued to surprise him, showed him things that he never imagined to happen.

He fixed his eyes on the portrait of a silver haired woman who was standing besides him. That was none other than Grayfia Lucifuge.

...His so called sister, who didn't even blink before betraying him and decided to fall in love with that "man". The man who somehow corrupted her to change sides...

Sirzechs Gremory...

Grayfia Gremory...

Even hearing their names together made his blood boil. His entire body shook in anger, but not anymore, not anymore. He cried after his sister for many years, but now, he was over it. Grayfia didn't deserve to be called his sister anymore, especially after she let that wretched Gremory walk all over her, she even had the audacity to bear him a son. That whore needed to die, only after this will he find some semblance of peace in life. For the sake of the Lucifuge clan, he will kill her in the most gruesome way possible. After keeping the container inside a magical circle for a while, He added the Dragon blood in the formula of 's, which started making the solution boil, changing its colour from green to blue. Finally, he was getting closer to creating his Ultimate Weapon. His greatest invention...

The enhancement drug, Jakyl Juice.

"I am coming for you Sirzechs, and this time you won't see me coming. I will take away your precious sister from you, just like you did to me years ago. You will feel my pain and suffering Crimson Satan, I will make sure of that!"

* * *

Ben sighed in relief once he reached the Hyoudou residence. Kuoh was starting to look like a madhouse, he didn't know what else could happen now. He had been assigned a new homeroom just because Rias insisted. Ben wondered what sort of influence she had on the school, the transfer was instantly proceeded, even without any complex paperwork getting involved. He shivered in fear, now that he was in her class, things were going to get even more complicated.

"Onii-chan, you're back!" A squeaky voice yelled as soon as Ben entered his house. The source of the voice was none other than Hyoudou Nanami, Ben's younger cousin. The both of them shared a unique kind of bond between older brother and younger sister, where the older brother taught, protected, and spent time with his younger sister while the younger sister listened, learned and, obeyed her older brother. Ben would always find the time to play with her when he was around, making sure that she was feeling happy. Nanami eagerly waited for summers to arrive so she can see Ben. She didn't have a real big brother but she was very happy to have Ben. Nanami treasured those kinds of moments and would do all sorts of things to impress him and get him to pay her attention, like a lot of younger siblings her age did. Of course she was really happy that Ben was now staying with them, a lot longer than usual.

"Happy to see you too, Midget~chan!" Ben chuckled as he hugged her back. Nanami smacked him in the chest, the strength behind the blow literally forced Ben to take a few steps backwards.

"Onii-chan, I am not little anymore. I am seven years old!" She spoke with an angry pout. Of course she looked as threatening as a little bunny rabbit. Still, Ben was a bit surprised by the amount of strength she had for her age. It was considerably amazing; besides, It wasn't that easy to push Ben like that, he attended self defense classes for six long years afterall.

Ben took a long breath as he put his duffle bag down. He made his way towards the couch with his little cousin following him behind.

"Onii-chan, how was school?" Nanami spoke out with an innocent smile plastered on her face. Ben sweat dropped, Glancing towards his aunt who was preparing some tasty food in kitchen, while humming a tune of her own. The events of the cafetaria transpired infront of him. His cheeks turning a bit red as he recalled that Heavenly sensation in his arm. There was no guarantee something similar won't happen in the future. The most terrifying thing was that, a part of him was actually looking forward to that.

"I guess... you can call it pretty eventful!" He responded with a heavy sigh. If he had paid attention to the Ultimatrix hidden inside his sleeves, he would know that it has started glowing once he patted little Nanami.

* * *

 **A/N So nothing really changed this chapter. Still I hope you liked it.**

 **Like Dhruva, I am going to add in Tobio's dog and Sairaorg's lion. And yes, he does have a Dragon in the Ultimatrix now.**

 **I would like to state that I will add in someone like Vali that will be Ben's rival. The only difference is that they will be revealed in chapter 7 and will join Ben right after their fight with eachother.**

 **Anyways, be sure to review please and have a great day.**


	3. Chapter 3

Being a superhero can be problematic, especially in another country. Agreed, he wasn't dealing with any supervillains here. That also didn't mean he was having the greatest time ever. He didn't have any ground support, he didn't have his organization watching his back and using their connections to keep him out of trouble. The law enforcement here didn't recognize plumbers, they didn't even have any official treaty with the Japanese Government. DC made it look so easy; you fight off a hilariously weak alien invasion with a ragtag group of equally weird and OP friends and some multi trillionaire gives you a tower with unlimited wi-fi and cable, more money than you could even think about spending, videogames, movies, and fast-food, then the love and admiration of the entire town. It seemed so simple, almost idyllic in a sense barring the supervillains that came to wreck your day.

But no, being a superhero in real life meant living in your home with added stress and migraines, of completing your education, and keeping the world safe, having to work in a smoothies outlet to make ends meet in-between soccer gigs, and about half the country hating your guts and calling him a menace right to his face while the other half tried to ignore he existed; mostly right after he'd finished saving them from the villain of the month or protecting some distant planet in another galaxy from some intergalactic tyrant that normal people had no idea about even existing in the first place. He liked to think he wasn't conceited, but would a 'thank you!' rather than a 'stay away from me you damned menace!' or 'put your hands behind your head and get down on the ground!' have been too much? Hell, he would've taken the police or military not shooting at him the first chance they got!

In the end he made do. A crazy old guy mutated into some power draining hideous monster? Fine. A rival baseball team trying to assassinate the president? Odd, but nothing he hadn't learned to expect. bringing monsters to his house and school trying to harm his family and friends? Bring it on suckers. He'd learned to tune out all the craziness in his life when he needed to and whatever the world threw at him he could take it with a smirk and a quip.

What did he get in return though, people called him arrogant, overconfident, vain, and careless? Relying too much on the Ultimatrix? Huh, How else he was supposed to deal with supervillains then?

Writing their name on a death note?

Feh, sounded like a great idea at first. The implication though kinda didn't sit well with him. He was a frustrated teenager, not some psychopath with a murderous grudge against the entire world.

It was night time in Tokyo. Ben Tennyson, who apparently had nothing to do after completing his homework as Grey Matter, decided to don a green party mask with black, twirling lines near the eyes and tire himself in patrolling around the city using his good old flying hover board; otherwise, the feeling of homesickness and abandonment would have made his life living hell. Despite being a superhero, Ben was just your everyday seventeen year old and everything seemed to be against him now a days. A major amount of the male population hated his guts. Teachers were becoming unbearable as he didn't know what they were talking about, sometimes that ended up in him getting detentions.

Girls were also an obstacle, as he had no girlfriend. Ben didn't know what to do even if he got one, he had a hectic life and apart from the existence of his future self called Ben 10,000, there was no guarantee how he was going to survive all the craziness in his life. He didn't know if he was ever going to find someone who he could easily open up to and depend to support him throughout the weirdness in his life. He didn't find anyone who met the criteria, yet. On top of everything, he had to deal with his over affectionate child hood friend who could easily put Megan Fox to shame.

Yes, that wasn't an exaggeration. It was a simple fact. She was actually that much gorgeous.

It was pretty quiet in the city that night. Normally you had a few people lying in wait to snatch a purse or a wallet. There was at least one person with a gun trying to take advantage of some poor guy who wandered into the wrong alley; however, tonight there weren't any muggers. Things had been happening in that city for the past week to discourage them. A lot of people thought it was just a bunch of rumors making it to the supermarket tabloids, but just as many were getting confident they would be safe going out at night. After all, petty crime seemed to have dropped recently. It was only rumors, but people could tell that something was going on.

The tabloids read:

"Masked Youth Hunts Muggers!"

"Giant Tree Catches Crook in Giant Vines!"

"Half Wolf, Half Man Stalks the City!"

Whenever Ben Tennyson saw these headlines, he wanted to laugh. He stood atop a larger building overlooking the city. Naturally the headlines were talking about him, and as he looked over the city, he wondered just how absurd things sounded for him back home. If his cousin was here, she would die laughing. He had no idea how peaceful it was to not have Harangue hovering over you all the time. Strange voices started coming out of his smartphone and several text messages in red appeared. Ben just let out a groan, just a few hours ago he used Jury Rigg and Gray Matter to program his phone in a certain way to pick up emergency services related calls and messages, police radio, any sort of important news. Hell! He sorta was a police department and emergency services' server now. Well if he got rid of the stupid time limit, he would be damned to hell if he didn't make full use of it.

Besides, Ben always regretted having that handicap for years, it never allowed him to operate to his full capacity. Thank God the Plumbers finally understood it was the time to step up their game, especially with Gwen and Kevin becoming sorta semi-retired.

He was currently in the form of his Loboan alter ego, Blitzwolfer, which had the appearance of a classic Werewolf. Quickly he activated his smartphone and went straight inside the Google Earth app, trying to navigate his way around in the unknown streets of the strange city. After a while he reached the area, his eyes widened in surprise and horror as he found out the real reason of the commotion.

BOOM

An explosion occured in the grocery store, panic spread throughout the area and people started running and ducking. Ben jumped over a few rooftops and finally landed on a ground. He looked over the destroyed store and let out a groan.

"And here I thought I could go home and surf a bit on my Netflix account!"

Ben saw with stunned eyes as the cause of disturbance revealed itself to him. Ben shook his head several times as some hound sized reptilian creatures, who also had a pair of draconic wings, made themselves visible.

Holy crap! They were even breathing fire for crying out loud.

Ben narrowed down his eyes over the bio mechanical creatures wreaking havoc throughout the area. There eyes were glowing with creepy, red light and some were moving around while green light emitted from their back, as if they were little scanning lasers moving around. Ben winced as he saw them devouring a few security guards, while a rather large one was busy in chewing off the ceiling of a bus with all those passengers crying in fear and panic. Without wasting anymore time, Ben went into action mode. The four nuzzles of his animalistic mouth opened, unleashing powerful ultrasonic waves which sent the menacing creature spiralling backwards. The winged reptile let out a cry as it was smashed across the road.

The Ultimatrix bearer's fist clenched in fury as he jumped in between the reptilian menaces, causing them to turn towards him.

"If it's you Animo, I am throwing you in a party of hungry Appoplaxians!" Ben growled menacingly. The creatures let out an angry roar, which matched his own. One of them quickly jumped at him. Ben, using his amazing speed and reflexes, swerved out of the way in a very canine-like fashion. Another one came in from behind, attempting to chew his head off. Ben ducked and smashed it away using his claws. The force behind the attack made Ben stagger backwards, as if he was dealing with a rhino charging at him. The Ultimatrix bearer thought he had slowed down time and he turned backwards, only to see the huge crescents of fire homing on to him.

"Crap!" Ben muttered as he emitted a powerful ultrasonic wave from his mouth and propelled himself up in the sky. The flames made contact with a nearby wall. Instantly, the structure consisting of reinforced concrete shattered into pieces. Debris exploded from behind. The menacing reptilians didn't stop at that, the moment the smoke cleared revealing an unharmed Ben, all of them jumped at him at once. Ben tapped onto the Ultimatrix symbol, it was glaringly obvious that he couldn't take them out in this form.

A bright emerald glow engulfed his body as the brilliant galvan technology worked its magic. When the light died down, Ben's body had been transmodified into something else. In his stead, stood a muscular atletic individual in his early twenties, possibly twenty-one. A bluish mask with white lines similar to his last mask he was wearing covered his face, while what it appeared to be wings purely made out of water emerging out from his back. He was wearing his usual geeen flank jacket and white pair of sneakers. Apart from that he felt the connection with moisture and wetness around him, which probably meant he had something to do with water.

"So, a new guy huh! I hope its worth my time." Ben mumbled as his perspective changed instantaneously. Remembering his experiences with element manipulating transformations like Water Hazard and Heatblast, Ben took a long breath and brought forth his left fist. The young plumber blinked in amusement as the moisture around him came to life. The huge torrent of water appeared out of thin air and took the form of a gigantic elephant sized fist.

"Just like a fictional namesake of mine says, It's clobbering time!" With a smirk, Ben spun in the air, smacking the elephant sized fist onto his attackers. The draconic creatures cried in pain, as they were spattered onto the ground with impressive strength.

"Alright, who's next?" Ben stretched his arms with a yawn, gracefully landing on the ground. Another platoon of flying reptiles targeted him. Ben smacked his palms together, causing a huge tendril of water to emerge from his shoulders. A couple of the dragons charged towards him, emitting a huge stream of fire towards him. With an impressive display of speed and athleticisim, Ben performed a couple of backflips as his tendrils grabbed hold of the creatures, spun them around his neck, and smashed them on the ground multiple times.

"Okay, this is way better than Water Hazard, and the physical abilities are awesome too. Alright then, who wants to get splashed to the oblivion. I don't have all night here and there are other normal criminals waiting for some ass-kicking." Ben anounced while cracking his knuckles, the last one dashed towards Ben like a wild animal pounding on its prey. Ben took a step back, his enhanced perception allowing him to see everything in slow motion. Quickly, a huge sledgehammer made of water appeared in his palms, Ben jumped in the air and smashed it on the fire breathing reptile. The sheer force behind the attack caused the windows of nearby vehicles to shatter while a cloud of dust and debris exploded from within the ground.

When the atmosphere became more clear and visible, the solidified structure entirely made of moisture vanished in thin air, the same way it appeared in the first place. Ben glanced at the creature which was now buried inside what appeared to be a makeshift pit.

The creature began to twitch before it died completely.

"What the heck are these things? These just came out of nowhere. Talk about random." Ben muttered. Moisture solidified in the form of human sized fists which Ben used to grab the creature with and lifted it up. These things surely had some story behind them and he needed to find out what that was, as fast as he possibly could. First those scans he got at the academy and now these creatures which appeared to be based on mythical dragons. Ben's life was already filled with danger and mystery. He didn't need to add more to it. There were dangerous shadows lurking beneath this peaceful city, ready to strike it at any possible moment. But he won't let it happen. He will never let them succeed.

He wasn't sure what he was actually up against. He had no frigging idea about it. And just like people used to say, Human minds feared the unknown the most.

"I gotta get this to the Plumbers, only then can I get to the bottom of this!" Ben cursed under his breath, flapping his transparent watery wings in the air, he took off in the sky while carrying the dead mutated creature in his arms.

* * *

The night was a very ominous one. It was overcast. No clouds were seen. No stars were visible. The night was just exactly how Sekiryutei seemed...uncertain...dark...sad;however, within moments the scenery around him changed as he walked inside a glowing magical circle.

It appeared to be a place sitting above the clouds with a bright white ceiling high overhead. It was guarded by a large gate, and had a white stone path and stone buildings, which appeared to be floating.

"I wish I can be as bright and fierce as the sun again." Issei said in his mind. It wasn't even the first time he said that line though. There were countless times when Issei repeated that same sentence and nothing had changed. He felt a bit lost now. Despite being a Reincarnated Angel himself, there were times where he felt he wasn't doing as much as he should. He still recalled that fateful day, the time when he was just human. A very ordinary one.

* * *

 **Flashback Start**

"Finally, it feels good to be home." A fifteen year old Issei smiled brightly as he opened the door and looked around, but his eyes widened when he saw the surroundings.

The tv was broken, the living room looked like a total mess, there were scratch marks on the wall, the stairs were broken, and all the pictures on the wall were brutally torn apart. Issei's mind started racing as he clenched his fists tightly. He felt the dread in the air. What the heck has happened here? Did somebody ransack his home while he was at school?

"Issei...Issei..." Issei turned around as he heard painful whimpers. He quickly raced towards the source where the voices where coming.

"MOM, DAD!" Issei yelled as he found his parents lying in a pool of blood and he quickly rushed towards them.

"Issei...please run away? He is here to kill you..." Issei's father said before losing his consciousness.

"DAD..DAD..." before Issei could understand what's happening, something grabbed him from behind and twisted his hand. Issei cried in panic and fear as the figure revealed six pairs of jet black wings from behind him, as if he was some sort of an angel.

"Wh-hat...a-are...y-y-you?" Issei stuttered out despite the pain and shock, while tears streamed down his face.

"I am your executioner! Sorry brat, but you can't be allowed to live any longer." The man smirked as he pinned the teenager on the ground, "don't blame me Brat! Blame the Dragon for choosing you!"

And before Issei could realize what he was talking about, a sharp projectile entirely made of glowing light appeared in his hands. With lightning fast speed, he moved to pierce Issei's heart with it; however, before he could do so...

SHIING...

Another sharp blade appeared out of thin air and shot towards the dark winged individual like a boomerang. Issei cried in pain as he saw the massive blade brushing against the psychopath, effectively beheading him? and the fallen angel's lifeless body fell on the ground, managing to create an even larger pool of blood.

 **Flashback End**

* * *

Issei blinked as a very beautiful woman appeared infront of him, the same woman he saw all those years ago. She had twelve golden white wings growing from her back. Her body was extremely voluptuous and she had curly blonde hair. That was none other than Gabriel, one of the four Seraphs that ruled over Heaven.

And she had one of the finest breasts he had ever seen.

Soon, every Angel in the vicinity of first heaven immediately dropped on their knees, showing their respect to one of the rulers of Heaven and a Seraph. The Seraphs rarely ventured into the First Heaven, if they wanted to talk to some angel, they can easily summon them inside Zebel, so her walking inside the First Heaven wasn't an everyday sight. It was very obvious that every Angel and Exorcist was awed by her sight, apart from the Sekiryutei though. He was one of her Brave Saints afterall and knew her on a very personal level.

Alongside her, walked a woman in her twenties, she wore the standard attire of a Catholic Nun. She also appeared to be from Northern Europe, while she was nowhere near Gabriel's level, she too was really beautiful. That was none other than Gabriel's Queen, Griselda Quarta. She wore a "Q" printed on the back of her hand, symbolizing her position as Gabriel's Queen.

"Greetings Ise-senpai! How was the mission? Did you find those Dragons?" Griselda greeted with a bow causing Issei to sigh. He was hoping to avoid this question.

"Yes, I did, but I wish I didn't!" He explained with a frown. Gabriel narrowed down her eyes. There weren't many things which fazed her Joker. She knew him since the last twenty years. She had seen him grow from a weak human into heaven's strongest exorcist. She had seen him taking on the White Dragon Emperor of his generation and beating him with one of his hands tied behind his back. If Issei was disturbed, then it meant something really serious was going on.

"You are talking as if..."

"Yes, Lady Gabriel...they were dead and that's not the worst thing!" Issei huffed in annoyance, raising his voice a bit, "all I stumbled upon was a bunch of disfigured corpses which rivalled that of cruelties during the Holy Sword project and a crazy suicidal who nearly blew up the entire building!"

"But how is this possible Senpai? We had the perfect intel this time." Griselda asked dumbfounded, finding herself unable to believe everything Issei just said.

"There is no perfect Intel in the real world, Gri-chan. Its been months and we are still running in circles about this thing!" The Sekiryutei grunted in disappointment; however, before he could continue, one of his ears were pulled with extreme force, making him fall on his knees.

"Lady Gabriel..."

"Issei, you are not some highschool teenager, so stop throwing your tantrums at me. You are a father and husband now, you should act like one!" Gabriel chided while pulling the Sekiryutei's ear. Everyone around started laughing at seeing how Heaven's strongest exorcist was being manhandled against his will. Griselda also let out a few giggles. After what seemed like centuries to Issei, Gabriel let him go with a pout on her face.

Due to being suddenly released out of painful grip, Issei fell on the floor face first, however, he quickly jumped back on his feet.

"Don't do that Lady Gabriel, I am not some little kid anymore!" Issei whined while Griselda playfully stuck her tongue out.

"Even if you become a thousand years old someday, you will still be my idiot Joker who keeps staring at my breasts!" Gabriel deadpanned causing Issei to blush a bit.

"I d-don't do that...anymore!" Issei stuttered furiously, he really didn't like being made fun of like that.

"Well, you have gotten better at hiding that side of yours Senpai!" Griselda giggled causing Gabriel to smile a bit. She loved seeing those two exchanging banter. It had quite a family feeling about it.

"Can we please get back onto the topic Flat Chested-chan?!" Issei let out a groan. Griselda suddenly grew a tick mark on her forehead, she hastily jumped onto Issei's face.

"I am not flat chested, Perverted Monkey-senpai!"

"Would you prefer No-Boob-san then?" Issei continued with a smirk as he honked her nose, causing Griselda to blush in embarrassment and fury.

"I will get you back for this, Pervy-senpai!" Griselda threatened with a look that sent shivers through his spine, Issei laughed nervously. That woman was really touchy about her size. Unbeknownst to both of them, Issei spared a look at her moderately sized bust. His wife had bigger than her, not by much, but reasonably bigger.

He took a long breath and began with a sigh.

"Dragons are beings created from large masses of energy who act freely and selfishly. Dragons are creatures that represent power. As such, in all ages, Dragons are admired, respected, and feared by all. The Dragons are the only creatures whom, as a race, did not side with any of the three factions in the Great War, unlike the Youkai, European Monsters, Spirits, Fairies, and other supernatural races. Which is the reason we are still trading with Tannin despite him being a Reincarnated Devil and we are helping with the reestablishment of the Dragon race so they remain neutral and the balance of power remains equal in all three factions. But if Dragons are being targeted like this, right under Heaven and the Underworld's nose, something must be going on around here!" Issei concluded with a serious tone.

"Why would someone need Dragons?" Griselda asked dumbfounded

"It's the wrong question, the question should be: who is capable enough of performing such a task?" Gabriel folded her hands together, exposing her massive cleavage a bit. A perverted smile crept over his face. Granted he was married and he would never cheat on his wife, but a little show never hurt anyone.

"You are really an embarrassment to Heaven, you know that? I don't get it, how you are still an Angel despite having your mind always in the gutter!" Draig asked in a slightly annoyed tone, but he wasn't really complainimg complaining about the show either.

"I am not an ordinary pevert Ddraig, I am a badass one!"

"Maybe having some fresh blood would be a great help!" Gabriel suggested causing Issei to blink.

Issei raised an eyebrow and asked in return, "we do have enough forces Lady Gabriel. I bet Xenovia and Irina would make great exorcists some day. Dulio is a powerhouse who will rival me in a few years. I am not even counting old man Vasco and Crystaldi heren. I believe we are highly over compensated."

"We need a problem solver. Someone with natural leadership abilities and great promise..." Gabriel began speaking but before she could finish her sentence, Issei interrupted her.

"I know what you are talking about but he is not ready, not yet. He barely survived against the Cerulean beast of Apocalypse. He is not ready for this world!" Issei denied firmly. Matching the Seraph's sight with his glare.

"Even you weren't ready when we picked you up!" Gabriel reasoned with the Sekiryutei.

"You didn't pick me up, Lady Gabriel. You stumbled upon my family's murder which I was fortunate to survive. I didn't have anyone to rely on, I didn't have anyone who could protect me or take care of me. I was rudely awakened to this strange and cruel world with nothing but my desire to survive and become stronger. He is nothing like me, he has a family, he has me watching his back if any threats from our world comes in his way!" Issei remarked in a stern voice, leaving no room for argument.

"But Ise-senpai, the Diagon Slayer needs to get involved sooner or later. If we won't do it, someone else will!" Griselda voiced her objections.

"It's not Heaven's place to decide his fate and I am sorry to say, It's not yours either Gri-chan!" Issei continued in a firm tone. With a respectful bow to the seraph who protected and nurtured him for all those years, Issei left from the First Heaven. He still had to make a dosier about the missing dragons and what he found out in the lab, including the lightning freak who took out everything in a final suicidal attack. He had to send one to Tannin personally, who wasn't a very pleasant person now a days. He didn't blame him per say, Dragons were pretty much extinct and them being kidnapped and murdered like this was too much for the Dragon King. Issei had an idea how much Tannin sacrificed to keep his race alive, even going so far as salvaging his Dragon pride and becoming a servant, just so he could create a sanctuary for Dragons.

In short, he had a really long night today and from what he knew about Tannin and his tantrums regarding the whole ordeal, tomorrow was going to be a very long day.

* * *

 **A/N So here is the third chapter, hope you like it. I would also like to see if you guys would like to add in a Familiar for Ben.**

 **As you may or may not have noticed, I write for fun. I like it when people review, but I generally don't care. One review a chapter is good enough for me. As long as someone is happy reading my story, I am happy and will keep writing.**

 **So with that said, Have a great day and please review, if you want.**


	4. Chapter 4

Heaven...the home of divine beings. Now, you may not know this, there are actually many Heavens in this Universe. Honestly, that depends on the number of mythologies you believe in. There is Asgard: home of the Norse deities, like Thor and Odin. There is Swarga: home of the deities from Hindu Mythologies, like Indra, King of Devas. Of course, we also have the Biblical Heaven: home of the Angels and Exorcists.

Each mythology claims they came first into existence, each one claims that their Gods created this Universe and filled it with life and beauty. In short, that's a long story and with each party being very firm in their ideals...it wouldn't be wise to get into a pissing contest with anyone.

The eternal never existed alone, it needs someone to stabilize and protect it, almost for the rest of eternity...almost, since there is no living being that is immortal completely. But we are talking about a world that is accompanied by supernatural beings who are able to live eternally, grow old if they will, but after many centuries of existence in that world they die or are killed.

Humans are referred to as a species that has been here from the beginning, the beginning of every era, but there were already living beings belonging to the supernatural in the world.

Get your facts straight folks. Lucifer was never evil per say, only that he was given a free will, he could choose between good and evil. He became a pure angel, in the emissary of wickedness, one who wanted to be the same as God, but not of kindness and mercy, but of wickedness and of might. There were seventy-two other powerful beings such as him, who decided follow in his footsteps, leading to the creation of a place called Underworld.

Angels: the first beings who were brought into existence by God, to defend his world and fight against evil. Sadly they were also one of his purest creations who chose to carry such evil. They possessed the capacity to forgive, to love, to pray, and many more gifts. Gifts that were enormous In power and enormous in wisdom. Of course, coming rather dangerously closer to surpassing its creator.

Fallen angels: the Angels who fell into the temptation of absolute sin. Their black-wings, the same shade as the night sky. They are cretinous beings and also of great power. They fell from the wing of God by their impure thoughts and deeds before the eyes of all. They were banished from Heaven and now scour the Human World locating Sacred Gears possessors and Devils to slay.

Youkai: malevolent beings as well as mischievous. Beings with animal forms and at the same time human form, a mixture or some form of hybrid in other words. They are beings blessed with incredible power within them, making them capable of unleashing great catastrophes in the human world, as well as in the supernatural world. but they do have a will, and can do what is right, and some do.

Dragons: beings that were NOT a creation of God. Celestial beings, beings extremely powerful and in some case; malevolen, these beings were already born since the beginning of creation. There were stories about the creation of another "being" more powerful than the same merciful God and extremely opposite in nature. A being referred to as Diagon, the Destroyer, the Cerulean Beast of Apocalypse, the True Satan.

God: an omnipotent, omniscient and omnipresent being. The "creator" of everyone and everything. But, he was not the only God in this Universe, there were many Gods of many mythologies, even the Dragons were Gods.

Factions: Angels, Fallen Angels and Demons, groups that once fought a great war where most of their race died out.

There are many stories about it, stories so ancient that even those beings who fought in the Great War don't remember them.

The Heaven we currently find ourselves in is the Biblical Heaven, also refered to as Fifth Heaven. A place which sits above the clouds and its inhabitants claim tha it's the most beautiful place in the entire world. Its also called the home of eternal peace and enlightenment. It was also the home of the system created by the Biblical God himself, a powerful mechanism which affected the entire Akuma population. Even uttering the very name of God caused immense pain to the enemy of Biblical Angels, Devils. The holy objects and light were given the ability to harm and even kill Devils. It didn't affect the Angels who fell from their grace though. But it did provide humans a powerful protection against Devils, who appeared to be the mankind's biggest enemy, at that time.

While there were Fallen Angels, they were mostly interested in dealing with the Devils and strongly desired to return to Heaven someday, Instead of the destruction of the humans.

There were mostly seven crucial parts of Heaven and each one served their purpose. This seven regions were called "Heavens", and the Seventh Heaven was rumoured to be the present location of the Sacred Gear system, it was also the location where the God of the Bible was rumoured to reside within Heaven, before his sudden disappearance. Even Angels, the powerful beings who used to reside in Heaven had no idea about his whereabouts. In his absence, his most powerful creation and the strongest Seraph, Michael, took over the system and assumed Heaven's throne. It was rumored that the system was "weaker" then it used to be but it was still powerful enough that the arguably more resourceful Underworld had no idea about it.

But even Michael wasn't completely assured though. It was also possible that some of them knew but they chose to ignore it. Every faction wanted peace now a days, even the Underworld and Fallen Angels. Everyone was mostly tired of the wars and no one wanted a repeat of what happened many years ago.

Unfortunately, the recent events were more than enough to make people worry. There were a few cases of disagreements before, there were even a few cases of two of the three factions having a scuffle with each other. But no one was willing to break the ceasefire which was placed in effect many years ago. It wasn't the only issue people were facing right now though. A few notable things had managed to grab Heaven and the Underworld's attention. Everyone was bothered at learning about the terrorists no one had any idea about existing till now. If terrorists on Human and extra terristrial level can be that dangerous, imagine how dangerous they would be if they were powerful beings like Angels, Devils or even Youkais.

And the worst thing was, no one had any idea about who or what they were. The only thing Heaven, the Underworld, and the Grigory were sure of was that, they wanted nothing but to create havoc everywhere.

Gabriel passed through Fifth Heaven, the home of the Fallen Angels before they fell. It was now filled with research institutes where the Brave Saints were created all those years ago. There were also facilities where the brightest minds of Heaven worked on getting more information about how the sacred gears worked and how they can be used for the betterment of Humanity and Heaven. They even managed to create a few miracles of their own.

Gabriel passed through another gate, entering into the sixth floor of Heaven. It was dubbed as the core of the entire structure of the Holy System which was created in order to keep devils in check. It was also known as Zebel, The place where the Seraphs resided within heaven. As soon as Gabriel entered, she was greeted by the sight of her brother, Michael, the leader of all Angels stood in the heart of the Zebel.

"I assume we still don't have any idea about what's going on!" Michael spoke in a calm tone, his eyes indicating a bit of irritation and displeasure.

"We are trying our best, but it would be safe to say the person we are dealing with is extremely evasive and smart. He/she is also vastly experienced. And if my guess is correct, it must be someone around Satan class strength." Gabriel explained with a serious tone. Her normal warm tone filled with a little bit of Sarcasm.

"Vasco voiced out a possibility about the Old Satan faction being involved but I think they lack the strength to operate right under our noses like that. I have been hearing prayers today, It appears that the Species Shifter had started his work in town!" Michael continued his discussion with his sister as they walked towards the throne room.

"I agree, he is bound to get involved sooner or later! We should do something to aid him. Who knows, he may be the one to crack this case." Gabriel spoke with a smile as she assumed her position in the throne room.

"I am well aware of your interest in the mortal who battled Diagon; however, Let me remind you, Brave Saints are to be those who are strong followers of God's teachings as well as pure of heart. He only fulfils one of those requirements." Michael raised an eyebrow, "besides, I don't think the Red Dragon Emperor wants him involved!"

Her eyes narrowed, "and leave him defenseless? Whoever sent those Sprite Dragons to attack the city escaped both our's and the Devil's attention. If this being is anything like I explained before, the boy would be completely defenseless against them. We are also dealing with the looming threat of Devils contacting him first. You know what his school's name is, Right?"

Michael's questioning demeanor withdrew as he internally acknowledged that she was correct on every front, he nodded understandingly, "it will be a grave situation Indeed, if the Species Shifter gets his hands on powerful beings locked inside Sacred Gears and allies himself with Devils, that won't be good for us. I assume you have a plan to do it without upsetting the Red Dragon Emperor!""

"I do!" Gabriel nodded revealing a glowing orb on her hands.

"I suppose the rules of the Sacred Gear System weren't meant to be broken, but it can be forgiven under the circumstances." Michael chuckled as he leaned back on his royal chair, "I request you though, don't make a habit of breaking the rules. We are called Angels for a reason."

"I never intend to." Gabriel smiled, reassuring her brother, and vanished through the same door she entered moments ago.

* * *

Ben Tennyson stood facing a white walled laboratory created and maintained by the Intergalactic Police Organization, also referred as Plumbers throughout the Universe, an organization charged with maintaining peace and order throughout the planets. The research facility itself was pretty high maintenance in nature. It was filled with all sorts of scientific equipment and such, several of them were way above the level of highest human technologies operated, and not many people could properly use them. Not much human people in a sense; however, there was one exception amongst them. Cooper Daniels stood infront of a table, while carrying highly sophisticated surgical instruments in his hands. He was an eccentric blonde who appeared to be in his early twenties, he was fairly healthy and muscular. Appearing several years older than Ben; however, that wasn't reality. Actually, Cooper Daniels was a fifteen year old super genious who had the appearance of a chubby blonde. Last year, Cooper got tired of handling his teenage years and lack of a proper girl friend, using his vast intelligence and technology manipulation abilities, Cooper managed turn himself into his "Current" version.

Ben didn't know about his love life now a days, but he assumed that Cooper must be happy with his hunk build and such. Cooper was blabbering about some sciencey stuff now, which Ben had no idea about. He just talked about science, a very weird kind of science.

The Ultimatrix bearer attempted to cover his nose as the smell coming from winged reptilian creature rudely invaded his nostrils.

"Don't you have something like alien version room spray, this smell is almost killing me, Dude!" Ben spat out angrily, quickly covering his face.

"This is a forensic lab, Buddy. Use a mask, don't you see shows like CSI and stuff? Bro, You should seriously start watching something other than some stupid cartoon!" Cooper sighed, brushing the droplets of sweat from his forehead.

"Sumo Slammers is not a cartoon!" Ben denied vehemently.

"And you ask me why people don't take you seriously!" Cooper remarked, his voice filled with sarcasm. He worked over the corpse Ben had brought for him, Slicing apart its wings and the left part of its brain, Cooper pulled out what appeared to be some sort of mechanical structure attached to thick cables which spread throughout the hound sized creature's body. Cooper had no idea how what was made or what it was exactly. But from his experiences with Alien technology and creation of various surveillance technologies he designed from plumbers, This appeared to be some sort of probe. A prototype created for study and experiment. In short, this creature was half mechanical, half biological.

"Ben, this seems like some form of drone to me." Cooper explained as he extracted a few droplets of blood using a syringe. He paused for a moment, entering the blood in his plumber database. A big error message written in red letters appeared on his screen, indicating that they didn't have any data regarding this subject on their servers.

"What do you mean by that?" Ben questioned dumbfounded.

"The eyes of this being is coated with some sort of glassy surface. I couldn't break it using our standard equipment but seeing its reflective surface, I assume that is some form of lense!" Cooper spoke in a serious tone, "whoever made these creatures just wanted to test them out, study how they would perform!"

"Are you sure its not Animo?" Ben enquired once again, a part of him still doubted about his old nemesis' involvement.

"He is locked up in one of the highest secured facilities!" Cooper replied in a firm tone, "Besides, his experiments have always been traceable. I can personally vouch for that!"

"These things killed people out there Bro, and we can't even find the bastard who did it!" Ben clenched his fists tightly, Getting agitated a bit. "You gotta give me something to work with."

"I am a scientist and a technopath Buddy, not some psychic or terrot card reader. I can analyze things for you, I can perform complex calculations for you, I can help you with futuristic technology; however, what I can't do is give you future predictions! I may be a super genius but even I have my own limits." Cooper patted the Ultimatrix bearer's shoulder, attempting to calm him down. "I gotta warn you though, sooner or later you will be facing a new and powerful enemy, one that may rival even Vilgax. Keep your eyes and ear open!"

"As if this life of mystery and danger isn't enough, a new layer of danger keeps adding itself on the top of eveverything!" Ben let out a groan as he shook his head and clenched his teeth and fists, he asked out of curiosity, "did you find anything about the new transformation I recently got? The one who could do sort of cool things with water and looks mostly human. It's kinda powerful and has this weird feel, though I feel like it was natural, almost like I have felt it my entire life but just haven't noticed it!" Ben said the last part with slight confusion.

"Negative, the Extranet has no information regarding it!" Cooper responded negatively.

"That's impossible! The Extranet has data of every Alien being that ever existed in this galaxy and others!" Ben denied dumbfounded, unable to believe what Cooper just said to him.

"Remember the first lesson Max taught us, in our line there is no word such as impossible!" Cooper spoke while entering the data of another test tube which contained Ben's new transformation's blood. The prodigy thought it would be a good idea for a test subject. He quickly took out something from his pocket, handing it over to Ben. The Ultimatrix wielder blinked in amusement, taking a good look at what was in his palms. The object appeared to be inside transparent plastic which the police used to gather evidence. The inside was covered with blood, there was no doubt about it. There were three layers filled with blood, Each of them being in a different color.

"You can't open the seal, Ben. You are a free lance agent working for plumbers, you are not a fully fledged badge yet. You will be held in contempt for stealing the evidence if you do that!" Cooper warned, stopping Ben who was about to open the folder.

"Are you for real Man? You are just as old as me!" Ben let out a groan, putting the object back on the surgical table.

"I have finished thirteen multiple Ph.D.s last year, while you barely finished your highschool last year!" Cooper chuckled, making Ben scowl in response. The Species Shifter rolled his eyes in irritation, Cooper was getting smug now a days. Maybe he should let Kevin have his way with him, or Manny would suffice too; however, his eyes suddenly went to the object he was recently forced to put down.

What the hell was that?

"I know what you are thinking, Ben. It is blood but that's not just blood!"

"I know it's covered in blood…I'm asking what it is?" Ben pressed further. He was starting to run out of his patience right now.

"It's a very powerful compound made on the basis of neogenics, the science of rewriting the genetic code of a being alive or dead. The composition appears to be quite strong, that nearly corroded through my techno-gloves and that's why I was forced to put this in a taedanite reinforced transparent case. The formula itself is oddly similar to something we found in London last year...

"You mean my clash with Chadwick and the Forever Knights?" Ben asked out of curiosity.

"The formula resembles what we found in Chadwick's mutated blood, so I can safely say this it's a variation of the formula which transformed him into a scary looking monster..." Cooper explained as his eyes glowed with a golden aura. Using his technopathic abilities, he activated all the computers inside the room at once. Ben blinked as various charts and blue prints started flashing through multiple screens. The pages changing so fast that Ben could barely keep up with them.

Man! Ben really wished Grey Matter could learn to do that someday.

"I hear a but coming Bro..."

"It's somehow more upgraded and more stable!" Cooper commented, "this is beyond the level of someone like Animo. It's the work of some super genius. I can tell you that much for sure!"

Ben gulped, and he had thought that this would be one of his old timers with a useless villainous scheme. If the enemy had been some normal guy, he could've just overpowered them with the Ultimatrix's no time out upgrade.

But now…

Ben clenched his fist.

There was no going back.

If those misfits came to wreak havoc upon the city once again, he will be prepared and no matter how powerful or smart the mastermind behind all this was, he will find a way to beat the baddie in the end, he always did. He was a superhero afterall.

Taking a long breath, Ben activated his Ultimatrix. He needed to travel through half of the globe and reach his aunt's home before everyone wakes up. He also needed to finish his sleep in limited hours and get ready to wrestle with the highschool once again. After shuffling through several familiar faces, Ben stopped as he reached the crimson manta ray alien. With a yawn, he pressed the faceplate of the highly sophisticated Galvan machinery.

And just like that, a brilliant display of bright, emerald lights engulfed his body.

* * *

From his bed, Ben looked at the late night sky. The darkness was very unsettling and disconcerning and it often told him that opaqueness was a bad sign. It was not just about the night, Ben thought about his life in general, it was getting to be too much gloom and doom for this time of year. He decided against not paying much heed to it. Brooding wasn't his style and it made him kinda boring.

But Ben wasn't afraid of the dark. He just preferred the sun to be out most of the time, especially when he was depressed and alone.

Closing his eyes, Ben snuggled into his bed, and went into a peaceful sleep. A pure white magic circle suddenly appeared next to the young Tennyson's bed, and a silhouette emerged from the circle. The silhouette brightened, revealing Gabriel, the sister of Michael, who was the leader of the Angels.

Gabriel quietly walked over to the bed which contained the protector of the planet. She tilted her head as she gazed upon the Ultimatrix wielder.

"He really looks so fragile and little!"

She glanced at the splendid species shifting device which allowed him to perform many legendary feats in the short span of six and a half years. Even going so far as defeating and sealing up beings such as Diagon the Destroyer, a being which could rival the powers of Great Red, the True Red Dragon Emperor, a being more powerful than Gods and Monsters from every known mythology. With having his species shifting abilities and his pure heart which thrived to protect the others, the young Tennyson was going to grow into a force to be reckoned with soon enough.

Without wasting any more time, she took out a glowing orb from her pocket. The ball of light illuminated the entire room with a golden aura. Shifting it in her left hand gently, she shoved the glowing orb deep inside Ben's chest. A pure white magical circle engulfed the bed as the Ultimatrix wielder started squirming in pain, his entire body starting to drench with sweat. He moved back and forth multiple times, still not waking up from his slumber. His body vibrated, twitched, and recoiled in various manners, as if he was having a panic attack; however, despite everything that transpired, Ben didn't wake up, he didn't even blink for crying out loud. Finally, after what it seemed like hours, his body finally reached a stable position and everything went back to normal.

Gabriel tilted her head as she placed her hand on Ben's cheek, rubbing it gently. "Sleep well Child, even with the gift from the distant stars and the gift from Heaven, your path isn't going to be an easy one. You have a very glorious and vulnerable destiny ahead of you. I wish you all the luck in this world, Ben Tennyson!"

The Angel sighed and lowered her head to kiss Ben on his forehead. The snowy-white magic circle appeared from under her, and she vanished in thin air, disappearing the same way she appeared before. Unbeknownst to both her and the sleeping Tennyson, the Ultimatrix vibrated violently for a moment before settling down.

A glowing hologram which was surrounded by a bright green background appeared on the top of the Ultimatrix's faceplate, revealing an athletic white winged individual with a seven pronged halo who also wore greek clothing that resembled what one may think a philosopher might where. The familiar robotic voice, which was feminine in nature, resounded throughout the quiet guestroom of the Hyoudou residence.

"DNA scan successful, new transformation available for use!"

* * *

Ben woke up to a familiar ceiling. He blinked the sleep out of his eyes slowly, the simple motion taking an enormous amount of effort for something so small.

He groaned, feeling his entire body aching, and sat up on his bed, his whole being protesting at against his decision to do so.

The blanket fell off him, and he looked down to see himself clad in one of his more favored shirts, though he was also still wearing the pants he wore from the night before. He was surprisingly clean, a lot of the dust and grime of the previous night wiped away. A new morning had came and Ben realized that even for a teen superhero like him such a time a day would go by so quickly. He turned and let his feet rest on the cool floor of his room, taking a few seconds to take in the feeling of it all. He sighed and quickly made his way towards the bathroom .

He stood underneath the shower of hot water for nearly half an hour, mostly not doing anything apart from laying his head against the wall and letting the water run over him. He closed his eyes, remembering the events of the previous night. Haunted by the images of security guards getting devoured by the Dragon-like creatures and the people he couldn't save.

There was always someone, there was always someone who got left behind. He couldn't save his Grandfather from the Highbreed, he couldn't save Pierce Wheels from the Forever Knights' purge...no matter how much he tried, he always kept coming short in that regard. He was the bearer of one of the most powerful ultra modern technologies to ever exist, even for Galvans, the smartest species in the entire universe.

Everything just went to Hell so quickly, he could barely catch up. Hell, even now he was still reeling from it all. He slid into some comfortable clothes, and slowly walked downstairs. As Ben reached the dining table, he saw the events of the previous night being played on the television set. First was the attack of the Dragon-like beings, which introduced the Alien Superhero to the Japanese media. The next however, was the mostly chewed out three disfigured bodies. Ben immediately dropped his spoon on the ground, his appetite dying within a moment.

'Its not my fault! ' Ben reminded himself in his mind, 'i-it's n-n-not my fault!"

"That damned Alien freak, sasn't wreaking havoc on America enough for him, now he came here too! If I was face to face with him I'd slap him. Hello Ben dear." She then hugged Ben and kissed him on the cheek.

Ben felt strange hugging a woman who wanted to slap him; meanwhile, a still sleepy Nanami bounced on the floor, performing some sort of Judo moves. Ben ruffled her already messy hair, getting an inaudible sleepy greeting in return. She poked Ben's legs and spoke out with a smile.

"Onii-chan! Dwaddy taught me how to kwick." The little girl giggled and tried to jump in the air, only to roll over the floor in the clumsy display. Ben was quick in helping her get up.

"Woah! Don't over exert yourself, Kiddo!" Ben reprimanded her in concern.

"Don't worry Onii-chan! I am not some dandy in distress!" The little girl grinned with pride, making Ben chuckle a bit.

"It's damsel, not dandy!" Ben corrected her. The little girl huffed in annoyance, voicing out her displeasure with a pout, appearing to be like an angry rabbit once again.

"I like dandy more, damsel is more girly!"

Ben rolled away his eyes with a little smile on his face, he knew It wouldn't be wise to engage in an argument with a little child, especially a cute one like Nanami. In the end, he decided to address the elephant in the room.

"So Aunt Sachiko, you really don't like the Alien Superhero?" Ben asked out of curiosity.

"Of course not," Sachiko spoke with a heavy frown, "how could I like some freak who brings nothing but havoc and destruction wherever he goes? That's disgraceful!"

Getting criticized by Will Harrangue was one thing but hearing such things from his family members made him feel a bit sick.

"I disagree with you here, Honey. He must be pretty good at what he does. I saw the video of the squid monster he defeated, that was scary. He is trying to help others, sometimes there is destruction of property and such, but I guess that's just a by product of dealing with a greater danger!" Issei spoke out with an encouraging smile.

"Honey, don't change the subject!" Sachiko spoke with a hint of affection in her voice, "you still didn't tell us what you think of him?"

"That's a complicated question. I have never met him so I can't really judge him right now, however, if I were to meet him, I would like to tell him to stay alert and be careful out there. This is a strange world and it is in a constant battle of good vs evil, things never remain the same." Issei concluded in a rather earnest tone.

Ben gave a nod inwardly. He can't afford to take things granted the way he used to be. It was time to get serious. Ben Tennyson was born to be a hero. He was supposed to be an intergalectic police officer: a protector of unparalleled skill. The blood of Maxwell Tennyson and the device on his wrist made sure of that.

He may have taken things for granted when he was a child, however, things were different now and he will never let anyone die on his watch, never again. No matter what price he had to pay for it, someday he will be the hero everyone needed him to become, a hero who could save everyone.

Someday, he will achieve what he was destined to become. Someday he will become Ben 10,000.

A true hero.

* * *

 **A/N And done with this chapter. I am right now working on chapter 6 and hope to post it soon, so I really don't have time to say anything.**

 **Please review and have a nice day.**


	5. Chapter 5

Ben let out a huge groan as he entered inside the high school. This was really starting to annoy him. That stinked. He never heard of Superman or Batman skipping fighting supervillains just because they had to attend school; actually, they weren't superheroes in their highschool. And, Superman was... well Superman. He didn't need to skip school in order to save the world. Besides, it wasn't like Ben could do something worthwhile if he skipped school. He didn't know much about those dragons and where they came from. He checked the drainage system entire night, he didn't find anything worthwhile.

It turned out that real life wasn't some Sam Raimi movie. And his name was Ben Tennyson, not Ben Parker. He didn't know how Spiderman always found his villains inside sewers. He, for once, wasn't that lucky. The stink was overwhelming and it nearly made him vomit three times over. And the waste and garbage he saw beneath the pipelines...Feh, he was definitely going to do a few advertisements for those nature friendly NGOs. Man! Seriously, the world was totally trying to kill itself. Just when he was about to finish his third home run into arguably one of the most dirtiest place of the entire city, Cooper had the audacity to contact him and inform him about how those fire-breathing bastards didn't came from the sewers or Underground. They didn't come from beneath the water too. They didn't come from a spaceship either. The bearer of Ultimatrix facepalmed as he was shown the video clip of how those nefarious beings entered the city from a fancy glowing circle, which screamed magic, in capital letters, about it. It was pretty different than those like Charmcaster, Hex, or Darkstar's followers used (Yes, that pseudo vampire had a bunch of lunatic witches working for him.) He knew what their enchantments and runes looked like, how they teleported from one place to another using Ledgerdomain.

In this case, Ben couldn't recognise those specific symbols. Besides, those sorts of shapes would be seen while playing one of those fantasy and magical MMORPGs instead of a real life situation. He sent a few pictures to Gwen, even she didn't know much about it.; however, she did tell him there were many types of magic systems in the world and it was nearly impossible to track each and everyone's origins, she did promise to look it up in Friedkin's Magical Library and Ben trusted her to come up with something worthwhile, she was a genius, afterall. Besides, supernatural and magic had never been his forte. In fact, supernatural enemies like Darkstar had always been tough to beat and he rarely won one on one against them. And Paradox told him about a reality where Gwen went back in time and stopped the events of Kevin's mutation during Vilgax's invasion. This also happened to be the reality where Azmuth took back master control. So, in that timeline, Ben and Kevin were attempting to regain the partial mastercontrol Ben both gained and lost mysteriously. Unfortunately, they didn't get much success and Kevin ended up being mutated, a lot less than the crazy killer mode he went up against when Aggregor attacked. He was just physically disfigured. Gwen time travelled in past to change that. She did change that but the aftermath wasn't all sunshines and rainbows as she was expecting.

What happened was not something anyone had ever expected. Without Ben's master control or Kevin's partial mutation to support them, they lost against Charmcaster and Hex. Hex, also, ended up conquering the entire planet. It sounded pretty horrible. But the tale also taught him a very valuable lesson, never underestimate your foes, that makes it easy for them to turn the tables on you. That didn't mean Ben was paranoid, like a certain fictional Bat masked superhero, he just paid more attention to things than he used to do. It was a pretty welcoming change in a sense.

It wasn't like Ben completely hated school, that was from the days when JT and Cash used to make his school life living hell. In the later years of his middle school, he became reasonably well balanced. The tables have turned on Cash and JT, he was famous now, he finished his basic and intermediate plumber training, he finished his five year self defence training... and he was going to be living the American high school dream he always had. Unfortunately, hero business barged into his life once again. Normalcy never returned back in his life and he was pretty much used to the craziness in his life. Besides, he needed to finish his college first, even if he wanted to become a Plumber in future. While being a superhero was cool and all, being a superhero with a healthy paycheck and respect from government officials sounded even more awesome. Becoming a Magister himself, that was the only way to keep his passion and lead the adventurous life he always wanted to have without worrying for career and financial issues.

Ignoring the hate mail he got from his redhead companion's fan clubs, Ben decided to walk towards his first class of the day.

"You're never going to believe it, Kiyo! " A dark haired girl of asian origins enthused as she dashed towards her friends who were standing near lockers. "Take a look…"

Ben blinked in amusement as he glanced at the Japanese news paper. While he couldn't read what the fuss was about, he could clearly make out Typhoon's picture at the top of it. There was a tagline which was written in bold and the girl underlined it using a red marker. Ben didn't know what it exactly said, but the pictures were about him going toe to toe against the squadron of Mini Dragons. Culminating in the defeat of nasty savages and them getting splattered on the ground. And from the way those girls were talking, the article was mostly about the sort of damage his fight caused to the lacalities, With the debris flying around.

"That's really cool! I wish I could get an autograph." A couple of girls squealed.

"The photographers definitely know how to get on my good side! " Ben chuckled as he entered inside his classroom, a grin on his face.

* * *

Sometimes you can tell what kind of day it's going to be if you look carefully at all the available signs. Like paying attention to how the tea leaves in your cup, first thing in the morning, behave while steeping in your cup, or how many times you sneeze, with the positive thought that maybe it's good things about you and not just you getting sick. As luck would have it, Aunt Sachiko went out of town for a few days, along side her husband and daughter, which left the kitchen and the rooms all to himself. He picked up a brand new kettle from the cupboard and decided to do something interesting with it. He had seen Gwen doing such amusing stuff and she told him there wasn't much magic involved. It was more for amusement and fun. So, as he made his morning cup of tea, he happily poured out the piping hot water into his mug, careful to not splatter himself with the scalding liquid. As the water started showing the reddish-brown color of the orange pekoe after a couple of minutes, he watched as some of the tea leaves floated to the surface, including one particularly strawlike piece which twirled gently in the thermal undercurrent at the bottom of the cup. The piece of tea leaf bobbed up and down twice and then sank to the bottom of the mug. Ben didn't know what to make of that, this fortune cookie stuff never seemed to work for him.

He couldn't deny though, his recent life had been really stressful, both civilian and plumber. He was repeating his last high school year at Kuoh Academy while he should have been going to some not-so-Ivy- League college back home. He didn't blame plumbers for sending him here, he knew they just started reestablishing themselves on the Earth and they didn't have much manpower. Besides, this really wasn't an issue any normal plumber could handle. He was just a special case. That did make him a bit proud about himself. It was rather debatable if over confidence was good for battles or not, it was surely necessary to keep himself sane most of the time. A wide grin spread over his face as he thought about his picture in newspaper and girls fawning over him.

Man! That was a cool distraction. At least he was a sensation amongst teenagers, despite Harrangue's constant efforts to tarnish his reputation. Seriously, That guy was acting like as if he had kicked him out of his home or something like that. He was hell bent of proving the Alien Heroes as Ultimate Evil or something like that. Ben thought about egging his house and turning that miserable bastard into an alien himself using Galvan tech but then he thought it would make him no better than likes of Phil and Vilgax. Besides, Ben fancied himself as a super hero, not a super tyrant. Suddenly two arms wrapped themselves around his neck, two extremely soft but firm mounds pressed into his back.

Ben blinked in realisation, there was only one person in this academy who greeted him like this on day to day basis. The same person who was responsible behind making the seventy-five percent of the male population's hatred towards him much more than combining the one Vilgax and Albedo had for him. His ever affectionate, shameless but extremely pretty red haired companion Rias Gremory.

"Why didn't you reply to my text messages yesterday, Ben~kun? " She spoke with a cutesy pout as she leaned against Ben's desk, the Gremory heiress stood right besides him, giving him a pretty good view of her girl womanly curves and shapely thighs. Ben facepalmed a bit seeing her, she really put him into the danger zone everyday. She was gifted with deadly curves and everything around her screamed supermodel. The angle she was sitting in also offered him a very good view of her enormous cleavage. Ben rolled his eyes in irritation, she clearly knew how to take a boy's breath away.

"I did write you back three hundred times. Besides, you gotta understand, I am not some night owl who can keep going all the night! " Ben remarked casually, carefully averting his eyes to glance into Rias' cerulean orbs, trying his hardest to not blush like a giddy teenager. If he got flustered here, he will never hear the end of it

"Argh! But I have so many things I want to talk about. When you signed off from the messenger, It really made me sad and lonely! " Rias huffed, poking his shoulders. The Ultimatrix bearer let out a sigh.

"You really don't need to run everything by me Rias, I am hardly a reliable source. " Ben chuckled. She threw him a displeased glance but it was pretty mild. Ben looked around her, as if expecting her to magically appear in front of him. It usually happened everyday, that didn't happen today though. It surprised him a bit.

"But we should be trying to know each other better, if we don't act now, the relationship between us won't survive!" Rias explained heatedly, literally shaking him with every syllable by grabbing his shoulders.

Ben was dumbfounded at the sort of strength Rias had, the grip she had was gentle, yet ironclad. Combining with the fact that she and a group of people at Kuoh Academy had not so human DNA, this only further proved his suspicions. Ben didn't automatically assume that they were behind all the dragons stuff which was going on in the city. It wasn't a crime to be a non-human; however, for the sake of his "peaceful" High school life he needed to solve this puzzle. He needed to start with Rias, with whom he shared a previous connection. Rias might be a bit strange and mysterious but Ben was pretty sure that she wasn't evil, it appeared to be a safe start for now.

"Come on Rias, Aren't you exaggerating the facts here? Besides, as far as I can see, you are always surrounded by an ocean of people! " Ben raised an eyebrow

"Most of them think I am some sort of goddess who should be adored and worshipped all the time. They think I am beyond all concepts of humanity and mortality. I am someone who always needs to set an example. I always need to lead everyone like a big sister. It's not like I don't like the attention I get from them, but I am just your everyday high school girl. I have my own issues and struggles to deal with!" Rias explained with a miserable sigh and a downcast look adorning her face.

Although Ben didn't relate with the issues Rias was facing, he tried to show his support by patting her shoulders. She sat beside him, still too close for his liking. Ben didn't pay much heed to that, if this was going to become an everyday thing, he might as well start developing immunity to that. She continued talking as her shoulders slumped in depression.

"Not only that, my parents want to control every aspect of my life. They have decided everything I should do in the future, who I should date, who i should marry... every frigging thing in my life is dictated by them. They even set up this boyfriend for me, some douche bag called Riser. He is rich, handsome and loved by everyone. But I think he is just a spoiled brat, a playboy who collects girls like trophies. But my parents don't agree with me, they even forbade me from seeing you all those years ago, just because I kicked the grilled chicken bastard in between his legs!" Rias snapped in cold, unadulterated fury.

"Is that why you disappeared all of a sudden and never contacted me back?" Ben asked out of curiosity and slight dismay.

"It was the cruellest way to punish me, I don't think I can ever forget that. I would rather become a nun instead of dating someone like him." Rias concluded defiantly, while leaning her head on his shoulders. Ben let out a groan, this was really starting to look like one of those cheesy romantic comedies.

"Well, don't worry Tomato. I am here for you now. I will find a way to deal with your parents and this grilled chicken douche you are talking about." Ben responded with a familiar grin, awkwardly grabbing her hands to comfort the depressed girl. The red head quickly pulled away with a mischievous grin on her face. Ben narrowed down his eyes, thinking about countering whatever teasing she was about to come up with. Before Ben could do that, his hand was already mashed in between her enormous cleavage.

"Ufufu...if you keep saying things like that with such smile, I might get aroused!" She spoke in the same cheerful tone, not a single hint of shame in her voice.

"Normally, it should be the boy putting the moves on the girl. If the opposite is happening, it's a sign of danger. I would know something is up because never in a million years would a girl flirt and tease a guy like that. He would probably think she's up to something." Ben raised an eyebrow hinting that he was being stern.

"There's a myriad of factors." A coy Rias explained as she dangerously leaned in closer to Ben. Ben had to stifle a gulp whenever he saw Rias now a days. Her body screamed curves, abs, and perfection. Even though it was a uniform, she really had dressed to impress as Ben saw in his own eyes. 'Even if it causes my hormones to go haywire.' he thought uncomfortably, "what about the fact that the girl really likes the guy and wants to take their relationship upto the next level?"

"What about the fact that the girl is probably way out of the guy's league and the guy isn't perfect boyfriend material?" Ben responded with a sigh.

"The girl can prove the guy wrong, like a thousand times over!" She playfully winked, scooting even closer. The gap was getting narrow between them.

"The guy might give it a shot if the girl agrees to meet him somewhere in private and clear things over, in a proper way. " Ben replied with a casual tone, he needed to talk to Rias anyway. He might as well use the opportunity given to him.

"Ufufu...if you are planning to do some hanky -panky, please be gentle with me." Rias whispered in an enticing manner, sending shivers through Ben's spine.

"I a-am n-n-not a guy l-like that!" Ben vehemently denied, while stuttering, with blood racing towards his cheeks.

"Even if you were like that, I wouldn't hate you. You are the first one who ever stood up for me." Rias responded in an ecstatic tone. She then threw her arms around Ben and hugged him. Ben, rolling his eyes and smiling at her reaction, hugged her back. His eyes bulged when he had a feeling that Rias was enjoying the hug because she gave out a sigh or a moan. Her body rubbed against his so tightly that she was at a point where something embarrassing was about to happen. Especially, in front of the class filled with students.

Panicking, Ben wanted it to stop before it did. "OK! OK! Rias!" He pushed away as gently as he could.

"Sorry!" She giggled.

"Mister…Tennyson and Miss Gremory," Ben clearly failed to notice that the teacher, Miss Orimura, had already arrived and she was standing behind their table "I'm glad to see my students getting along so well, but let's focus on our class as well, hm?"

"Sorry, Miss Orimura," Rias said sheepishly.

"Sorry, Maam," Ben muttered. As soon as the teacher turned back, Rias blew him a kiss which turned him bright red. This was definitely going to get more difficult to handle from now on.

None of them noticed though. A small wyvren with green eyes, which were glowing with a sickly aura, swiftly escaped through the back window, undetected by everyone.

* * *

The Blaze Meteor Dragon King, Tannin, smashed his fists on the ground so hard that it created a shockwave which shook the entire forest. Seething, he exhaled a huge ball of fire in the air, which could be easily dubbed as a meteor. "You try to revive your dying race, even at the cost of losing your dignity, pride, and your identity. But the craziness keeps building and building." The members of his kin were being kidnapped, murdered and humiliated. There was nothing he could do at the moment. No leads. No evidence. Just a few disfigured dead bodies and reanimated corpses which apparently emerged inside a human city only to be stopped by the same warrior who stopped Diagon a year ago. Apart from that, there were no magical traces, just a hole on the face of the Earth which used to be one of those facilities where his kin were supposedly tortured and mutiliated.

All thanks to the inefficiency of the so called Red Dragon Emperor, Heaven's most feared exorcist. He may be feared. But he isn't very efficient if he failed to complete the simple task of catching the culprit behind all this.

He wanted to shut his eyes as he watched a news channel from the human world. After he heard about the reanimated sprite dragons attacking humans, he specifically ordered one of those television sets to understand what the hell was going on." Despite minor casualties, there is still only theory and speculation for what caused the destruction in Kuoh Town." The news reporter continued to rant on while Tannin could only try and control his temper. He merely walked to the television set and shut it off by smashing his fists over it. Which caused the machinery to instantly shatter into pieces. It was no use though, the dragons living inside his sanctuary were already listening out on the the news from the television sets which were installed in various parts of his territory, a huge forest located inside the landscape which was owned by the Gremory household.

They had been very nice neighbours and quickly offered their help in the crucial situation; however, no amount of patrols or magical barriers were helping with it. Currently, it appeared that the person behind it operated in ways which were at the moment, beyond their understanding.

Rubbing his eyes with his hands, Tannin tried to steady himself. But he felt it very difficult, given recent circumstances. He felt very likely to berate his underlings for listening to events like that, it only elevated his concerns and panic even higher. With what the crazed maniac who was not only kidnapping and mutiliating the dragons, he/she also started reanimating their corpses to do his/her bidding. Tannin felt completely out of his league and that made him feel frustrated and angry beyond anyone's reason.

"It's only a matter of time before High Class Dragons start getting kidnapped and murdered! That also includes my family. I am a Dragon King for crying out loud and a Ratings game champion, I shouldn't be helpless like this!" Tannin bellowed in frustration.

Hearing someone coming beside him, Tannin continued to close his eyes in anguish. "Go away." he managed to say.

"Is that really the best possible courtesy that the Dragon King truly provides?" the man asked unamused.

Frowning, Tannin turned around when he realized the familiarity of the voice. Sure enough, the man standing, or more like floating in front of him, was recognizable, not to mention he was the last person Tannin wanted to see right now.

"Go away Angel Trash, I don't have time to deal with incompetent losers like you." Tanin sighed, exhaling a few flames alongside his words.

The man didn't respond but he brought forth his hand, revealing a red metallic gauntlet, which appeared to be influenced by a dragon. Indeed, the person was none other than Issei Hyoudou, Heaven's Strongest Exorcist

"Tanin-san, I have learned a few valuable lessons in my short life and I would like to share them with you. Drowning in constant sorrow and anger are only for the weak. I would hate to think A dragon king like you've gone to such a route, a brave dragon like you should inspire your kin and assure them about their safety instead of venting out his frustrations on anyone else."

"What can I do for you, Sekiryutei?" Tannin said as calm as he could to Hyoudou. He sat down on the ground and motioned the man to come closer to him.

"The problem originates from the Underworld. And from what I can guess we are dealing with a being who is charismatic and powerful enough to make High Level Stray Youkais and Demons working for him; however, I still believe the freakazoid is after something big. He is researching on the dragons for a reason. A motive that is unknown to everyone for now, as long as we don't know what this being is attempting to accomplish, we won't be able to catch up with him." Issei explained with a serious and firm tone.

"I chose my side thousands of years ago Sekiryutei, I am not going to betray the Underworld just because you think a devil is behind all this." Tannin pointed out in a stern tone which left no further room for discussion.

"I am not telling you to change sides here. What I mean to tell you is that the person behind all this is a very smart individual. Highly knowledgeable in various fields of science and magic, experienced and probably Ultimate Class if he has High Level beings guarding his facilities. Now I believe such beings must have a history. Good or bad, not everyone is skilled or intelligent enough like that, something which we can use to track him down." Issei remarked with a frown

"Do you really think I would ask Heaven for help if I had any idea about all this?" Tannin snapped at the host of The Heavenly Dragon, he raised an eyebrow as he asked out of curiosity once again.

"So you really have nothing else?" The Dragon King spoke in an intense voice.

"I would like to say we don't have enough, yet! But what I mean to say is Heaven and Hell need to work together in order to crack this mystery. We are getting closer to achieving peace amongst the three factions. As dragons, we can't let some creep use our race to spoil it. The being may be smart but he also has to deal with the forces of Heaven and Hell. Now the Diagon Slayer is onto him too. He can't escape all of us at the same time. He will slip sooner or later, we gotta be patient and careful here." Issei explained in a serious tone as he leaned back against a tree, while looking into the giant Dragon King's eyes, Sekiryutei didn't flinch, even for a single moment.

"You are right, the world can't survive another great war." Tannin nodded reluctantly. He narrowed down his eyes at the reincarnated angel. "I also hope there won't be any major setbacks like that in the future. The mission is still about rescuing my kin, not discovering their mutilated, dead bodies and destroying a facility which could have pointed out the mastermind behind all this. You can't afford to be reckless here, Brat! "

"Trust me here Tannin-san, I may have my flaws but not knowing how to do my job isn't one of them." Issei spoke out in a reassuring tone. And with an exchange of a friendly wave and reluctant grunt, Issei vanished in a pure white magical circle.

* * *

Ben let out a loud yawn as he stretched both of his arms while leaning against a tree, the gentle spring air brushed against his face as the sound of the school's final bell echoed throughout the campus, indicating the last period had ended. The place he found himself in was a small forest located right behind the main premise of Kuoh Academy. In the middle of the forest was The Old School Building that was left behind when the new main building of the school got completed. According to what he heard from everyone, the old school building was now used as the base of operations for some kind of occult or paranormal club, which also happened to be the club Rias was a part of. She wasn't just a part of it, She was the de fecto leader of the said club. Ben heard the rumours about how each and every member of the Occult Research Club was a famous Idol in the academy, he had yet to meet anyone apart from Akeno.

Besides, the whole school was too big for a human being. It was certainly impossible to see everything if you are walking on your feet. The building he was staring at was a two-story medieval like building, surrounded by forest of green and are quite the distance away from the school's main building. Aside from that, there's nothing else interesting about it. Apart from the fact that it might be run by two or more supernatural beings themselves; however, that was just another Wednesday to Ben Tennyson. When Ben asked Rias to meet him in private, she suggested him that he should meet her in the ORC club area. The whole club was out in the town to run some errands, so there won't be anyone to disturb them here. Ben didn't like meeting Rias on her terms but beggars can't be choosers. If he wanted to solve the mystery about where those strange DNAs he recently got in his watch came from, he needed to find out what Rias was hiding from everyone.

In a wary pose, Ben looked around for anything out of the ordinary. "Where is she?"

"I am here, Ben~kun!" A familiar voice filled with warmth and affection called out to him.

Ben sighed as he noticed Rias walking toward him. She was dressed a bit provocatively right now, which only made Ben nervous. Rias was in a small baby blue jacket that fell down to her midsection only. Speaking of midsections, her jacket was open revealing her in a tight pink crop top showing off her cleavage as well as her firm stomach. Her skirt was relatively shorter than those she wore with uniforms. It appeared that her western style of clothing made her even more appealing to him. She didn't waste a single moment and put her arms around his waist.

"I am really glad we are finally out of that "Just Friends" phase!" She beamed towards him, moving his arm around her waist. His hands were then taken by hers. She gave Ben an enticing stare," I really thought you couldn't take a hint but you really surprised me with your boldness, Ben~kun!"

"I really don't think it's as simple as that!" Ben deadpanned, to be honest he was a bit flustered and it was hard to not show that. He knew where this was going to lead and it was something he was rather uncomfortable with. He might have willpower which could move mountains, but he was still a hormonal teenager in the end. He needed to stop things before they spiral out of his control and he ends up doing something he may regret his entire life, "I don't get it Rias, You were never so focused on me before."

"I wasn't? You really didn't pay much attention to things, did you? Your denseness knew no boundaries back then." She responded with a mischievous smile.

* * *

Flashback Start

A thirteen year old Ben took his seat inside the theatre, the thirteen year old girl sat on his lap. She was reasonably tall around her age and her crimson hair flew radiantly in the air, whereas Ben didn't grow at all—he was short for his age. The brown haired boy huffed in annoyance as the red head innocently wrapped her hands around his neck.

"Rias, can't you just go and sit in your own seat?!" Ben questioned with a frown.

"But, Ben~kun this is an R-rated movie. What if I get scared and have nightmares for years?" Rias complained with a pout as she buried her head inside Ben's T-shirt.

"It's sci-fi for crying out loud, not some creepy horror movie! Besides what's so scary about Terminator?" Ben let out a groan of dismay.

"It's scary!" Rias whined, continuing in the panicked tone. "That guy is liquid metal, and it's super crazy! He looks small, but he's really mean! There was this part where he threw the original Terminator out of the window! I don't know how they're going to stop him because he's Indestructible. What if he comes after me, I don't want to die!"

"It's alright Rias, I won't let him get to you." Ben chuckled, rubbing his friend's back soothingly. He failed to notice the devious grin which crept over Rias' face though. She tried to rest her head on Ben's shoulder; however, considering the fact Ben was shorter, she just rested her head on top of his.

"I know Ben-kun, I know. That's why I really wait for summer every year!" She remarked rather wistfully.

Flashback End

* * *

Ben blinked, not really understanding what she meant by that. He shook his head in annoyance. He should get to the point as soon as he possibly could. He couldn't handle another round of Rias' theatrics.

"You're not in the mood?" Rias said disappointed. Her jacket fell on the ground, Revealing her bare shoulders, the scantily clad girl moved her hand over his shoulder, sensualy pressing deeper onto him. She was soft and warm, also she smelled like honey and roses which made it a bit hard to ignore her, "I'm finally happy being with you. It's time you should stop seeking stupid explanations and accept the way things are now. You should be happy!" She said pulling his face forward to her. Slowly gravitating her lips onto him.

Ben looked abashed and was tempted to just break out of his self restraint and let his hormonal side take over; however, He had a lot of stuff on his plate. He couldn't afford to lose focus now. He took a long breath, carefully he gathered his thoughts before he spoke. He pulled his sleeve up, but not revealing the miraculous Galvan machinery which allowed him to transform into any sentient life form which he came into contact with. Ben pulled it up just enough so he could transform if the need arose.

"I know you are not human, Rias!"

* * *

 **A/N And done, I hope you all enjoyed.**

 **Now before we get into anything else, how would you guys like it if I added in a Familiar for Ben? I have one in mind already, I just wanted to see if you guys were up for that. I will also be adding in a teaser for Ben's Sacred Gear, so I would like to see you guys guess it.**

 **I really have nothing else to say, so goodbye. Have a nice day and please review.**

 **Sorry for having to delete this story; My account was acting weird and wouldn't let me view the traffic on it.**


	6. Chapter 6

**A/N Okay, first original chapter I have written for this story, I hope this works out.**

 **Indominus:Thank you for your support. Most of the original chapters were just revised by me and barely had any of my influence in it.**

 **NUR:No, I mean as in a Highschool DxD familiar.**

 **Gamerlover78:This chapter answers your question, right?**

 **To everyone else who didn't ask a question, thanks for your support.**

 **Now before we start, I would like to state that there will be a teaser for Ben's Sacred Gear. So with that said, I will give enough to kinda tell what it is and I want you guys to guess it.**

* * *

Rias backed away in shock and apparent fear. She quickly pulled away from Ben, not expecting this meeting to turn out like this. She knew it would come to this sooner or later but she was hoping to avoid this until the proper time. Preferably, she would have chosen the time when she would have been sure of the fact that Ben can look past the fact that she was a Devil. She wasn't sure of it at the moment and she didn't want to lose him. It would break her heart. In the entire world, he was the only person who never saw her as anything more than "Rias". Which was an admiring trait itself. Most people couldn't do that. Meeting him in her childhood was the best thing which ever happened to her. She couldn't afford to lose him, not again, never again!

She quickly regained her cheerful demeanour, "Ah! You have a really wild imagination Ben-kun, don't you?!" She continued with a mischievous expression on her face.

"It's not a crime to be part of another race, that doesn't make you a monster. I am asking you as a friend and well wisher, please be honest with me here!" Ben spoke out in a soft tone, it sounded as if he was almost pleading to her. In response, Rias grabbed his shoulders and looked in his eyes. Her cerulean eyes glowed with a dangerous crimson aura.

"Why don't you just forget about everything?" Rias responded with a smile, her grip on him tightening so much that it started to hurt.

Something began to prickle in Ben's brain, and he realized that despite not being a human, the girl's face was actually quite charming; she had smooth, healthy lips and entrancingly beautiful eyes, such that for some time he forgot about his real purpose and couldn't help but stare blankly into them. After a moment, though, he felt something pulse in his forehead, and he shook his head, clearing the sudden, strange feeling that had washed over him.

"I...I...think..." Ben struggled, attempting to get a hold over his brain. What was this feeling? Why was he starting to forget the reason about meeting Rias here? His head was in a fog while his body seemed to be on a completely different wavelength. "What's wrong with me? Why do I feel so strange?" The Ultimatrix bearer wondered, failing to avert his gaze from Rias.

"We are friends, right? You shouldn't have any doubts towards me!" She spoke out with a confident smile. Altering a human mind's perception with magic was like child's play for Devils. It was harmless and effective; however, Ben was coming up with a surprising amount of resistance, which was the reason the spell was taking more time to affect him. She was aware of a high level intensified magical core inside Ben, but it was unused and she doubted Ben was even aware of it. Regardless, Ben was an individual with an indomitable will and it could be the reason why the spell wasn't fully affecting him. Yeah, that was definitely the reason. If the Green Lantern can make light constructs out of it, why can't Ben be able to resist mind alterations. All she had to do was put more effort in it. The redhead stepped even closer, pressing her enormous chest onto him, hoping that the full body contact will be able to distract him enough for the spell to take effect.

Ben didn't like the feel of this. He fought against whatever force was worming it's way through his head, but he couldn't seem to get a grip over himself. Rias leaned back and looked into his eyes again, her irises glowing even brighter for a brief moment, trying to taking away what little control he still had.

It almost worked. Ben could feel his grip on reality slipping. But before Ben lost himself in cloud9, he felt another presence worm inside his mind. This one, the second presence he felt, made the last pale in comparison to it.

* * *

 **Inside Ben's Mind**

"W-Where am I?!" Ben screamed out.

"Fear not, Ben. You are safe." A soft female voice whispered through the endless green fog.

"W-who a-are y-ou?" Ben stuttered out. If there was one thing Ben hated more than bullying, it would be fighting an enemy he couldn't see or predict.

"I...am your ally. I am the worst evil to ever exist. But at the same time, I are the greatest good as well." The voice flowed across the fog riddled land.

"Okay, what are you?" Ben asked, feeling more confident that the person won't attack him.

"I am a God. And I am a Devil. I am the light that shines over the world and protects it. And I am the darkness that looms behind the light, ready to destroy the world. I encompass all that is good. And I encompass all that is evil."

Ok, that was a weird way to greet yourself. Ben was about to say something before he noticed a females figure. The way the figure was facincg, it looked as if it was staring right at him. Actually, if Ben looked hard enough, he could see a slight smile. Before Ben could even scream in surprise, he felt a burst of pain shooting in his eyes and spread across his whole body.

 **Outside of Ben's Mind**

* * *

"ARGHHH!" Ben screamed in pain, opening his eyes to reveal their emerald shine.

Rias was shocked about Ben's pain and the shine in his eyes, the mind alteration magic never is supposed to cause any noticeable difference except from memory changes, obviously. Before she could contemplate on it any longer, a green dome of energy burst out of Ben and hit her straight on. Rias was thrown into a tree and shrieked in pain, soon passing out.

* * *

 **With Koneko**

Koneko was walking through the small forest, which led directly to the ORC Club House. She had surprisingly finished her errand quicker than usual and was heading back to the club house to see if she could snack on her sweets she left there before she had to leave for her errand. For some reason, Rias seemed anxious about getting her, Akeno, and Kiba out for the night. Were they really that much of a hassle?

'Well, I guess some peaceful alone time with an entire club house does sound like some fun. Maybe I should just come back tomorrow; I don't want to ruin her night.' Koneko thought. She was even about to do just that until her sensitive hearing picked up a loud, high pitched screech.

* * *

 **Back Near the Club House**

Ben's eyes were now back to their normal color and he was leaning against a wall trying to process what just happened. Rias had used some sort of power that was affecting his mind and he was able to blast her back, while not in one of his hero personas. It was at that point he heard a twig snap.

"R-Rias!" Ben heard a voice cry out. When he turned to look at who it was, he saw the school mascot, Koneko Tojo. She had white hair that came a little below her shoulders with a black cat button in it, gold eyes, and a murderous expression on her face that was pointed at him. She also wore the common school uniform for the girls. "You, did you do this to Buchou?!" Koneko screamed in anger.

"Chill out, Kon Kon, and let me explain." Ben tried to calm Koneko down.

Koneko, blinded by pure rage, jumped at Ben and attacked. Ben was almost hit if it wasn't for his years of training and the distance between the two. Ben looked back at Koneko, and noticed a small crater about the size of his head where her fist was planted at the moment.

'Holy shit! She's trying to kill me.' Ben thought to himself after witnessing her amazing strength. Not taking any chances, Ben dialed through the Ultimatrix. Before Ben could make a decision on the form he wanted, Koneko lunged at him again. Taking a chance, Ben slammed his hand on the highly advanced piece of machinery and jumped out of the way.

In a bright green light, Ben was gone. In Ben's place stood a man that looked almost exactly like him. This man had the same build as Ben, albeit a bit more muscular. He was wearing agreen vest with no shirt. On the middle of the man's chest was the green hourglass symbol. He had brown cat ears and two tails as well.

Ben didn't have time to look over himself. But by the surprised look on the young girls face, he had turned into something she knew.

"Y-you-you're...a Nekoshou?!" Koneko said in awe. Looks like Ben's guess was right on the money this time.

Ben could sense a weird connection to energy and his senses getting heightened. Ben, taking advantage of the girl's surprise, pounced at her with his amazing speed.

Koneko was finally able to shake off her shock and move out of the way before she was hit. She couldn't afford to lose focus now. It doesn't matter if he is a Nekoshou, he attacked Rias. Glaring hatefully at Ben, Koneko launched herself forward and to hit Ben again.

Ben stood tall and firm. When Koneko was close enough, he raered back his fist and delivered a devastating blow to Koneko that knocked them both back. "Man, that hurt!" Ben complained as he shook his hand in pain.

"Hmph, you may be a Nekoshou, but you don't have my strength." Koneko exclaimed, now with a devious grin on her face.

"Look, I don't wanna fight." Ben tried to calm the young teen down.

Koneko didn't pay him any heed and charged at him again. This time, Koneko ducked to the side as Ben punched the air. Twirling around, she landed a kick straight in his stomach. Ben was sent flying into a tree.

Ben got up and raised his hand. Ben noticed a small orb forming in it and take shape, for a second it looked kinda like a knife. Before it could finish taking its shape, Koneko came running right at him. Ben jumped out of the way In order to dodge. Ben needed to focus and see what kind of abilities this form had. With the little time he had before he was attacked again, he closed his eyes, let his mind go, and let his instincts take over. He could feel his connection the energy strengthen. As Ben opened his eyes, he revealed them to be glowing a mesmerizing emerald green. Ben reared back his hand, now coated in green energy, and threw his fist in the direction the little girl who was about ten feet away.

The girl was surprised at this. But before she could move an inch, she felt a powerful force hit her in her stomach. 'No way! Is he really good enough to use senjutsu. And with that Touki and his incredible amount of life force radiating from him this moment, he may have equal strength to me.'

"Well, this is interesting." Ben said with a smug grin planted across his face as he noticed the green energy enveloping him. Ben was wondering what else this form could do. Before he could contemplate on it any longer, Ben noticed Koneko pick up a broken tree and launch it at him. Ben, without thinking, crossed his arms in a defensive position. As Ben did that, a weird tatoo materialized on his arms and a barrier was projected infront of him. The tree smashed into the barrier and broke, but it was able to make Ben skid a few feet back.

"Shit! Now he can use Youjutsu?" Koneko swore under her breath.

Ben was barely able to hear his adversary mutter those words. Honestly, he had no clue what he was doing. He was only able to do this due to a new funtion in the Ultimatrix that Cooper installed which allowed for Ben to use a forms powers to an extent without any training.

Ben bent his legs down and launched himself at Koneko. Within an instant he appeared behind her as he reared back his fists and they seemed to fade out of reality and reappear in different areas as Koneko. After about ten hits, Ben teleported away from Koneko.

Koneko glared at the boy, her chances of winning were getting slimmer by the minute. He was able to match her strength and speed with his Touki. He could also use his space manipulation to cut the distance of his punches. Now he could use Youjutsu to form barriers, and possibly use it to attack with. The way Ben fought and the movements he preformed, it was as if he had seen battle a hundred times. Ben wasn't an amateur. And with his powers and battle experience, Koneko knew she was just fighting a losing battle. Sure, he was immature right now, but Koneko could see that was just a façade. He was much more confident than he looked.

"I hope you don't think too bad of me, Kon Kon." Ben said in a playful manner. Within an instant, Ben was in front of her, hand covered in green Touki and reared back. Koneko's eyes widened as the fist came at her and landed right in her gut. Koneko was knocked a few feet back and was rendered unconscious. Ben turned back to his Human form and looked at the scene in front of him. "Well I guess it's time to finally get answers." Ben said, determined.

* * *

"W-what just happened?" Rias groggily stood up while rubbing her head. She couldn't remember anything after the bright green glow and screams when she was trying to alter Ben's memories.

"That's what I wanna know." Ben said, standing behind her with his arms crossed and a displeased expression on his face.

"B-Ben!" Rias screamed out. She then looked to the side to see her trusted rook, Koneko. From the looks of it, she had just been in a fight. Bruises littered her body, some blood was dripping from some gashes on her skin, not enough to be fatal, and her clothes were torn. But the things that really caught her attention were that, even after the fight, she seemed to have been taken care of so the damage she took wouldn't be that bad and Ben's green jacket was placed over her to protect her modesty and her body from the elements.

"Ehm!" A cough redirected Rias' attention back to Ben. "I want an explanation for what the heck you are. And I want it now!" Ben said this in a voice that was filled with hatred.

Rias had really fucked up. The only gu-no-person to only see her for Rias and not some idol or heir to the Gremory household had lost his trust in her. Would it be better if she just told Ben the truth? Would Ben really accept her if he found out what she was? Yes, Ben was the kindest person she knew. He wouldn't care if she was a Devil, would he? All these questions were starting to hurt her head.

Before Rias could decide on what to do, she heard leaves crunch under the weight of someone's feet. Rias turned around to see none other than her best freind, Sona Sitri.

"Rias, what's going on?" Sona asked glancing at the sight. She had heard a fight in the forest while she was sorting things out for the Student Counsel. To say she was surprised was an understatement. She knew Ben was now going to Kuoh Academy, but it had been years since they had last met so she decided to let him get used to life here before revealing herself. She viewed Ben as being a strong-willed and brave individual but her experiences taught her that he wasn't that strong. But now he was standing over a fallen Rias and Koneko. One was a Pure-Blooded Devil while the was a Rook, a piece with phenomenal physical strength. No matter how much training Ben had done, she could tell it was a lot due to his build, he would never get to the strength of either of the two without supernatural means.

"Sona!" Rias exclaimed.

"Wait a minute!" Ben yelled out. "Sona Sitri?"

"Hello, Ben. It has been a long time." Sona said with a slight downcast look adorning her face. She too was banned from seeing Ben. She was banned due to bim not being a Devil. You see, Sona's mother, the one who had always taken her to see Ben with Rias, had saw her develop romantic feelings for him. Sure it may have been a childish crush, but they couldn't allow for her to truly fall in love with him. "What are you doing, Ben?"

Ben was surprised, first Rias and now Sona. This is not how he expected to be reunited with them. He was also slightly worried. if they were really the transformations he had gotten earlier, than they would be far more trained and experienced. He might have to fight them. Koneko was already tough to beat, how powerful were Rias and Sona.

"O-ouch!" Koneko whined as she got up.

"Koneko, are you alright?" Rias asked with worry lacing her voice.

"B-Buchou, you're alright." Koneko said. Despite not showing it, Koneko was happy Rias was okay.

"Yes, I am." Rias said as she went to where Koneko was to help her up.

Koneko glanced over at Ben and asked, "a-are you a Nekoshou? You did turn into one."

Ben looked at her, maybe he could lie and say he was so he could get some answers. "Yes," Ben said hesitantly, hoping his plan would work.

"B-Ben-kun, you're a Nekoshou!" Rias yelled. Maybe Ben would understand if she told him she was a Devil. Maybe he would accept it and look past it. He still might reject her and try to kill her for being a Devil, but this was her only chance. Ben probably hates her right now for trying to alter her mind. Her confession may make him trust her again. "B-Ben-san," Ben looked over at her, "you asked me what I was, so I'll tell you. My only request from you is to please not hate me for what I am about to tell you. Ben, I am a Devil, we all are." Rias said with tears starting to form in her eyes.

Ben was dumbfounded. A Devil, Rias was a Devil. Not just Rias, all three of the girls and possibly more. This was a joke, right? This had to be a joke.

"Y-you're kidding me, right?" Ben asked.

"Ben, p-ple-" Rias tried to grab his hand, only to have Ben snatch it away.

"I-I need some time to think." Ben hesitantly said as he turned around and started to walk away.

If Ben had turned around he would have seen Rias crying and shaking on the dirt floor.

* * *

"Devils! That can't be right. Devils don't exist, do they?" Ben was trying to make sense of the situation at hand. Right now there were only a few people who could answer him. And Ben knew just who to talk to about this. Pulling out an amulet, Ben focused all his magic on it. He had recently started developing magical abilities. But due to the instability of his magic, he has been forced to use items to even use magic.

"Ah, Ben, how are you doing?" A voice came out of the amulet.

"Bezel, we need to talk." Be said in a serious tone.

"About what?" Bezel asked through the amulet.

"By any chance, do you know of any supernatural beings?" Ben asked hesitantly.

"Are you talking about Devils?" Bezel asked in a slightly lowered voice.

"How did you-"

"That whole town you're in is filled with Devils, Angels, Fallen Angels, and Sacred Gear weilders."

Ben wasn't that surprised to here that Angels and Fallen Angels existed, he already knew that Devils did. But what really caught Ben's attention the most was those last words, Sacred Gear weilders. Before Ben could contemplate on the subject any longer, a small portal opened up and pulled Ben through.

* * *

"Ahhh!" Ben screamed as the portal opened seven feet in the air and dropped Ben down. "Jeez, warn a guy next time before you do that." Ben wimpered.

"I am sorry, Ben." Bezel said apologetically. "So what is it you want to know?"

"You had already given me my answer of the existence of Devils." Ben said seriously.

"So I am guessing you want a way to combat them in case you ever have to go against them?"

"exactly."

Bezel sighed as he started to pace around, "it is true Devils were evil creatures. But like all other sentient beings, they have the ability to decide to be good or evil. The Devils' way of life really changed after the Great War."

"Great War?"

"Yes, a war between the Devils, Angels, and Fallen Angels. Those stories about Monsters in the forest and people selling off their souls to Devils are all true. May I ask why the sudden interest in the supernatural?"

"It's just that it peeked my interest." Ben replied.

Bezel sighed as he continued, "during that war, many died. Due to the low birth rate of the three Angels and Devils, they now turn humans and other races into their kind to keep their race alive by turning them into their servants. The way the three factions live now is extremely different. Most of them don't fight anymore. All are more worried about keeping their race alive. As for a Sacre Gear, they are items created by The God Of The Bible to give humans the abiloty to enact miracles. Actually, most historical figures were Sacred Gear weilders. That is as much as I know, I try to keep out of their affairs. Good bye, Ben." As Bezel finished another portal opened up and sucked Ben through.

* * *

Ben was walking home. By now it was midnight and every fiber in Ben's body was aching. Ben stopped near a light post and started punching it. "Stupid. Stupid. STUPID." Right now Ben was feeling like a jerk. Sure Rias had tried to brain wash him, but he knew how she lived. He was her first real friend. She just didn't want to lose him. He didn't like the method she did it, but he couldn't blame her.

* * *

Ben was in his bed, he had decided to apologize to Rias tomorrow, hopefully she would forgive him. His current thoughts were going around that knife he had created. Ben wanted to know what that was. His mind wandered to what Bezel had said. Could this power be a Sacre Gear?

* * *

In a lab, Euclid was looking over one of his newest Dragons. This Dragon looked like a Western Dragon and had orange scales. The beast had two pairs of wings and a mace like appendage at the edge of its tail. The Dragon had five horns on its head and claws the size of bananas that looked capable of cutting through steel. Its eyes were Crimson red and the wings of the beast were tattered but still functional.

"Soon you'll kill that Gremory whore. Oh the look of Sirzechs' face will be glorious." Euclid spoke to himself as he was getting quite giddy.

* * *

It was now morning and Rias and Sona were walking to school. Rias had her head down and her eyes were red and puffy. Rias had cried herself to sleep when Ben left.

"It's ok Rias. I am sure he is just trying to process it all. Ben isn't the type of guy who would care about something like that." Sona tried to cheer up Rias.

"I-I just don't want Ben to think I am some kind of monster." Rias said with a downcast look.

Before they could continue their way to school, a magical forcefield opened up cutting that area off from reality. A magic circle appeared on the ground, re ealing a large, hulking Dragon about twelve-feet tall glaring down at them.

The beast let out a roar and raised its tail, bringing it down on the girls. At the last second, the girls were able to dodge but the wind had pushed the two girls about fifteen-feet away.

* * *

Ben was walking to school when a barrier had suddenly enclosed around the area that he was walking.

"What the-" Ben was abruptly cut off.

"So you are the legendary Ben 10. It is an honor to meet you. And it is a bigger one to get to end you." A man said in a cocky and psychotic way.

* * *

 **A/N I know it isn't that good, but hopefully next chapter will be better. I have the chapter planned out and all I have to do is type it out. My job is kicking my ass at the moment.**

 **As for who that mysterious voice is, I won't give you any spoilers but I will tell you Ben isn't going insane.**

 **Thank you for your support and I will see you all next time.**


	7. Chapter 7

Ben stared at the man in front of him. That grin wasn't of arrogance but of confidence. Ben stared at the man in front of him. That grin wasn't of arrogance but of confidence. Something about this man made unease fill up in Ben. He reminded Ben of Vilgax.

"Okay buddy, you have ten seconds to tell me what the hell this is before I kick your ass all the way to Kyoto and back." Ben threatened the man.

"Hahaha, my apologies for not introducing myself. My name is Euclid Lucifuge." The man, now revealed to be Euclid, laughed out.

Ben was a little weirded out by the man's giddy nature and psychotic smirk, but he didn't hesitate to raise his hand over the Ultimatrix. If this guy wanted a fight, Ben was gonna send him running for the hills.

Euclid raised his hand and let out a large amount of electricity. Due to Ben's experience and training, he easily dodged the attack that would have done more than leave Ben a little dazed. Raising his hand, Ben brought it down on the amazing piece of machinery. In a flash, Ben was replaced by a purple, crystalline figure. The Alien had a green, cyclopean eye and a horn on its head with two spikes on its back and chest. Most of the creatures body was covered on a rocky suit with only its hands and face visible. This was none other than the Crystalsapien, Chromastone.

* * *

Chromastone possess the ability to absorb, redirect, and project energy. He also holds the power of flight and creating shields ultraviolet light. With Ben's training, he had unlocked the powers of teleportation, creating forcefields within a fifty-foot radius, and the ability to form simple light constructs.

* * *

Euclid let out another burst of lightning into the green light. This time however, Chromastone had simply absorbed the lightning. When the light cleared Chromastone had a smirk on his face and a raised hand. The hand he raised glowed an ultraviolet light and within a second a beam flew from the palm straight into Euclid's chest, leaving a small explosion in its wake.

* * *

 **With Rias and Sona**

The dust cleared from another swing of the Dragon's massive tail. So far the beast hadn't let up on its assault of the two girls, preventing any window for retaliation. The girls couldn't get the opening they needed, so they were left dodging the attacks. After around the fourteenth strike, the Dragon's pace started to slow and a small window of opportunity opened for the two girls.

Rias and Sona raised their hands and Rias' started to glow a bright red and a blue magic circle appeared in front of Sona's raised hands. As the energy finished building up Rias let out a burst of red energy while Sona shot a stream of water from her magic circle. As the attacks hit, they seemed to disintegrate.

"Wha-what?" Rias exclaimed surprised.

"Hmm, it seems he possesses magic negation or magic absorption." Sona analyzed.

"Great, we're fucked." Rias muttered out.

Rias and Sona had to jump out of the way as a large inferno engulfed the area they had just been standing in. Rias threw another energy blast at her adversary only for it to miss its mark and hit the beast's tattered wings. The beast let out a grunt of discomfort as the attack hit the appendage.

Sona had noticed the creatures slight discomfort and thought up an idea. She gathered a small amount of water, about the size of a basketball, and shot it at a fast speed towards the Dragon's face. The magic was cancelled but the beast had let out a yelp of pain, confirming Sona's theory.

"Rias, the Dragon can't absorb the force of the attacks. We need to aim for its weakest points." Sona informed her bestfriend, Rias.

Rias nodded and gathered a small amount of crimson energy in her hands and let out ten small, bullet sized blast of her Power of Destruction magic. The little bullets of energy pierced the right wing of the creature, making it roar in pain.

* * *

 **Back with Ben**

A panting Chromastone heard a loud roar of pain from the distance. Turning around, he tried to locate the direction where the roar had come from. Before he could locate the exact area of the mighty roar, he felt a burst of force push him forward.

"You really shouldn't turn your back on your opponent in the middle of a battle. That aside, I really can't believe that that Gremory bitch could hurt my creation. Maybe I was wrong about her." Euclid said in an annoyingly snobbish tone.

"What the hell do you mean? What creation? What are you even trying to achieve here?" Ben questioned the psychopath.

"As it won't really hinder my plans, I guess I can tell you. My plan is to dethrone the false Lucifer and make him suffer for all his humiliation he has caused the mighty Devils. And once he has suffered I shall take his life and his throne shall be gifted to the rightful heir. I, Euclid Lucifuge, am the only one worthy of being called a servant of Lucifer now. Can you imagine it? Me, Euclid Lucifer. As for my creations, you had already fought a couple of them a few days ago." Euclid explained, still with his psychotic grin on his face.

Ben's eyes widened. It was him. It was him who created those Dragons. It was-no, is his fault those innocent people lost their lives. Ben was trying to keep his cool. But with how things were going now, it was quite hard. Chromastone glared at the man. And in an instant, Chromastone had teleported right in front of Euclid and delivered an ultraviolet light enhanced right hook straight to his face, making Euclid stumble back a few feet.

Even though Euclid was a on par with a Satan-Class Devil, the rage and light enhanced punch had actually stung Euclid. Euclid stood there shocked, Ben had just hurt him. A lowly human had actually made him feel pain. "Y-you scum! How dare a piece of trash like you raise your hand to me!" Euclid roared out. His tone was no longer mocking and his grin was gone. They were replaced by pure anger.

Raising his hand, Euclid let out a huge inferno straight at Chromastone. Chromastone quickly flew off the ground and twenty feet in the air, only to see another stream of flames coming at him with equal intensity. Crossing his arms, Chromastone projected a forcefield in front of himself to block the continuous stream of fire. Chromastone positioned himself where his horn was pointing at Euclid. letting out a large amount of ultraviolet light from his back spikes, Chromastone forced his way through the flames and pushed the forcefield right into Euclid. While Euclid was dazed, Chromastone gathered ultraviolet light in his horn and pierced Euclid's shoulder.

"AHHHH!" Euclid screamed out. First this piece of trash smudged his face, now he had the gall to stab him in the shoulder.

Blood started dripping down Chromastone's horn and on to his face. Sure he didn't really go this far against normal opponents, but this guy was gonna suffer for what he did. "Hmm, my mother always did say to use my head more, i don't think that's exactly what she meant." Ben started to smirk once he saw the rage and pain filled face of his adversary.

"Y-you'll pay for this!" Euclid screamed as a massive amount of power started pouring out of him. Euclid wasn't holding back now, he was gonna kill this Human who thought he had the right to disgrace him, the future servant of the True Lucifer.

Chromastone was now scared, he hadn't expected Euclid to hold this much power. This power was terrifying, it made Vilgax seem like an ant in comparison.

"Now, DIE!" Euclid screamed out. Bringing his hands forth a large magic circle appeared and started to create a large fireball. Before the fireball was complete, the magic circle shattered and the fireball disintegrated. Euclid seemed surprised by his failed attempt at creating a massive fireball, something like that should be child's play for someone as strong as himself. Just before he could further ponder on it, he felt a massive force crash into his mind.

'That is quite enough, Euclid!' A booming voice rumbled in the Devil's mind.

'W-what?! But Master Diagon, I can eradicate this pest right here and now!' Euclid argued with the now named Diagon.

'NO! I am the only one allowed to take his life! UNDERSTOOD?!' Diagon boomed again in Euclid's mind.

'U-understood.' Euclid replied to the Cerulean Beast of Apocalypse.

'Now, report back with Rizveim. We have the information we need of the Gremory Heiress and the Sitri Heiress.' Diagon commanded Euclid.

"We will meet again, Ben. And when we do, one of us won't be able to live to tell the tale. But before I go, you might want to hurry if you want to save your precious Rias." As Euclid said this, a magic circle appeared under his feet and floated up, teleporting him away.

Chromastone's eye widened. Rias was here? Was that where that roar had come from? As he heard a large explosion in the distance, he turned away to look at it. Well, Rias was most likely there, so why not start flying and get there as quick as possible to help her out. Chromastone started levitating off the ground until he launched off into the direction of the explosion.

* * *

 **Back with Rias and Sona**

Rias and Sona had just dodged another attack from the beast. The duo were now panting heavily and sweating profusely. Even though they had discovered the flaw in its power, dealing signifigant damage was like climbing a mountin. Due to its strong scales, their attacks weren't doing any critical damage and they couldn't get too close due to its claws, it was doubtful if getting close would actually help them in any way, though.

Just as the creature was about to let off another one of its fire breaths, a shining light smashed right into the eyes of the beast causing it intense pain and to be temporarily blinded. Ben had reverted backinto his Human form right before landing and ran to go check on Rias and Sona.

"Rias! Sona! Are you okay?" Ben asked in a panic.

"B-Ben! What are you doing here?" Rias questioned in surprise.

"It doesn't matter. Are you hurt?" Ben replied in worry, quickly checking her for any severe injuries.

Rias blushed at the close contact. Her face was as red as her hair. Meanwhile, Sona had puffed out her cheeks in jelousy as she walked towards the duo. Why couldn't it be her that was that close to Ben?!

"ROARRRRR!" The beast had recovered and let out a mighty roar. Looking back, Ben saw the creature swing its tail at the trio. Thinking on his feet, Ben pushed himself and his two allies on the ground.

"Are you guys okay?" Ben asked his two companions.

"Ye-yeah, we're ok. Just next time, you don't have to be so forceful. You can just ask to touch them if you want." Rias replied back at Ben's concern.

Ben didn't know what she meant until he looked down. Cupped in his hands were Rias and Sona's breasts. Both of the girls' faces were flushed and Rias had a slight smile on her face. Ben quickly removed his hands from the soft pillows and started to profusely apologize. Another deafening roar had brought them back to their senses. They needed to deal with this threat quickly.

Ben placed his hand on the Ultimatrix and started twisting the dial. Ben stopped twisting the dial when he found the right hologram. Raising his hand up, Ben said with a grin, "It's time to fight fire with fire." Slamming his hand down, a bright emerald green light engulfed the area where Ben once was. In Ben's place was a rocky humanoid slightly taller than Ben and the creature was lit ablaze. This was Ben's first form, and one of his favorites, Heatblast.

* * *

Heatblast was Ben's first form and one of his favorites, along with Gax and Feedback. Heatblast holds the power to project, absorb, and manipulate fire. Being made out of fire, Heatblast has an immunity to heat and resistance to cold.

* * *

Sona and Rias were surprised to say the least. They had heard about a hero when they were living in the Underworld. He was a massive target for a servant by some of the highest ranking Devils, even Serafall had mentioned wanting to use her mutated Queen piece on him. He was in so much danger of being forced to join by reincarnation that the Satans, Azazel, and the Serephs were the only ones who knew his true identity. Now they knew who it was. To think that the man she knew so well would have such a big secret.

"So, it was you all along. You were the Champion of the World." Sona muttered in awe.

"Don't worry you two, I'll protect you. I give you my word as a hero and friend." Heatblast spoke with pure determination.

The worry was completely wiped from Rias' heart. Was she worrying for nothing? Sure Ben was nice and didn't judge people, but her fear had led her to do something so irrational. Ben wouldn't turn his back on her just because she was a Devil. Hopefully she could apologize to Ben. She really didn't want him to leave her.

Heatblast stared down the mighty beast in front of him. He didn't know what this creature was capable of, but he didn't care. That creature was going to hurt Rias, Ben wasn't gonna let that happen.

The creature opened its mouth and released a large amount of fire at the trio. Rias dodged the attack, Ben simply absorbed it, and Sona tried to block it with a magic shield but it broke and she had to dodge. Covering Sona's leg were flames. Gritting her teeth, Sona tried to use her Water Magic to put out the flames, only for them to be absorbed. Ben, seeing Sona's predicament, manipulated the flames and pulled them inside of himself.

"Are you okay?" Rias asked her bestfriend.

"Yeah, I'm fine. The flames seem to absorb magic to use as a fuel. The Dragon seems to be a perfect Anti-Magic weapon." Sona concluded.

"Hmm, okay, you two stay back, I'll handle things from here on out." The two girls tried to complain but Heatblast had already taken off towards the Dragon.

Raising his hand, Heatblast formed a few fireballs and launched them at the Dragon's face. The fireballs, not being made out of magic, were surprisingly effective. When the Dragon started thrashing, due to the pain it felt from the fireball, Heatblast propelled himself upwards. From the height he was at, about fifty-feet in the air, he got a good aerial view of the Anti-Magic Dragon.

'I couldn't find any weak points from the ground. Maybe, just maybe, there is a weak point on the top of him.' Ben thought aloud.

Ben scanned the Dragon's back in the minimal time he had. He didn't really notice anything too useful. Looking harder, Heatblast saw what looked like a gem imbedded in the beast's back. It glew a light orange tint. Thinking back, Heatblast remembered a bluish tint when he was flying here as Chromastone. That was right before the girl's attacked with their powers. He thought back on what Sona had said. All creatures have their limits. Most times, you shouldn't try to push your limits. This logic was esspecially true for energy absorbers. They were taking something foreign and putting it in their bodies, most times converting it into something entirely different. Thinking this, Ben had a plan. Before he could put his plan into motion though, The creature glared at him. Opening its mouth, the creature pushed out a large torrent of flames. Heatblast, not not wanting to overdue it, dodged to the side. Heatblast looked back down at the Dragon , only to notice the color of the gem change to a dark blue.

Heatblast quickly propelled himself down near the two girls. "Rias, Sona, I need you to build up as much power as you can. I'll distract the Dragon for as long as I can. Can you do that?" Both girls looked at Ben with a look of determination and nodded their heads.

Heatblast looked at the creature in front of him, he was gonna need a lot more firepower than he currently had. Raising his hand, Ben smacked the Ultimatrix located on his chest. In a bright emerald light stood another form. This form was a humanoid in metal armor with three slits in the helmet. A red glow and sickening heat was emanating from the three slits. "Now, let's play you overgrown lizard." The form spoke with a thick German accent. This form was none other than NRG, one of the Andromeda Aliens he had gained when he fought against the psychotic Osmoian, Aggregor.

* * *

NRG is one of the Aliens Ben had gained during the Agrregor crisis when he first gained the Untimatrix. NRG's powers revolve around manipulating radiation. NRG can increase the temperture with his powers to such a degree that it can easily melt steel. His armor is so durable that the only known material able to cut it is Taydanite. When not in his protective suit, NRG can fly.

* * *

The girls behind him were starting to feel slightly dizzy and weak. "B-Ben, what's g-going on?" Rias asked as she leaned on one knee for support.

NRG looked behind him to see that the girls weren't in the best shape to fight around him. Calming down, NRG reduced the heat emanting from inside the suit. "Sorry about that." NRG apologized to the two girls.

The two girls started to return to their senses as the Dragon let out a mighty roar. The two bestfriends started to charge their magic up to fire at the Dragon as NRG protected the two girls while they were doing so.

The mighty beast breathed out a huge ray of fire concentrated on NRG. The three slits on NRG's mask started to glow an ominous crimson red as a beam of radiation shot out and met the Dragon's fire breath attack. The two immensely hot forces faught for dominance until the Dragon's attack proved superior in sttength. NRG raised and crossed his arms in an attempt to block the flames from the two girls who were building up large orbs of their respective powers.

After a few seconds, the Dragon ceased its fire attack and instead decided to go into close quarters combat. The dragon raised raised its neck and launched its head forward, ready to take a chunk out of NRG's armor. The Dragon latched on to the arm of NRG, but the Dragon quickly noticed that it hadn't even scratched the armor. Smirking from inside his mask, NRG heated up the arm that the Dragon had bitten. The Dragon soon felt a burning sensation in its mouth and released.

NRG turned around to see the girls with their powers built up enough. "All right, you guys ready?" The girls nodded at Ben. In the next moment, Ben shot forth two beams of radiation. One of Ben's radiation beams hit first and was followed up by Sona's water orb and then another radiation beam and finally Rias' destructive orb. As the dust cleared up, the Dragon was revealed to be almost unharmed and a particle cloud right behind him. However, NRG noticed slight chips in the Dragon's scales.

"Hmm...it's like metal. The rapid change in temperature made his scales brittle." NRG spoke with his thick German accent. The two girls blinked at Ben, dumbfounded. "What?"

"Ah, sorry. It's just that...you were sounding smart for a minute there." Rias replied as Sona started nodding.

"Hey, I'll have you know I am actually really smart." Ben retorted back. "Nevermind that, Rias, build up as much power as you can. Sona, after I heat up a part of his body, you need to cool it down. Now, let's send this overgrow lizard back to Skyrim where he belongs."

NRG charged up his radiation vision and let it off at the Dragon. The Dragon tried to block, but it was to no avail. The immense heat turned the Dragon's scales slightly red. Sona, using her family's water manipulation, slowed down the water particles of the orb she had just made. When the orb was done, a slight mist wafted off of it. Sona launched her attack at the same place NRG's had been, on the chest right below the neck. This attack was repeated about three times.

Rias, seeing that now was the right time, let her orb of destructive power right at the spot they had been targeting.

The Dragon was tossed back, but not beaten. The Dragon, seeing that he couldn't win, absorbed all the magic particles he had released in the air, effectively making him a ticking time bomb.

NRG looked on in horror. How was he going to stop this? Can he stop this thing? These thoughts ran through his head and plagued him with hopelessness. No! He was a hero! He promised he would protect this city! He promised he'd protect Rias and Sona! To Hell with that guy! Like he'd let him hurt the innocent on his watch! These emotions flooded out of NRG. NRG then noticed something strange. An orb of green light had formed in NRG's right hand. Soon this light formed into the shape of a sword and the light dimmed. After a few moments, the light shattered, revealing the sword. The sword was made of the same metal as his armor. The blade was about four-feet long and was straight with the tip being cut diagonally. The handle of the sword was perpendicular to the blade and had a long handle, three feet, that looked like it was supposed to be grabbed from. NRG raised the sword up and grabbed the handle with both of his hands. Suddenly, Ben had fighting styles implanted in his mind. Without hesitation, Ben charged toward the Dragon. As he was running, he also heated up the blade. As the Dragon was about to blow up, the hot blade pierced through its leathery skin and into the gem. When the gem was pierced, most of the magic particles dispersed into the air. The little magic particles that were left blew NRG away ten-feet and was reverted back to Human.

"Ben, are you ok?!" Rias shouted out as she ran towards Ben.

Ben tried to get up but fell to the ground. Rias fell to her knees and checked Ben over. "R-Rias, did I beat it?" Ben asked the redhead.

"Yes, you did." Rias said with a big smile as she lifted his head and put it on her lap. Ben blushed slightly as Rias started brushing her hands through his hair. "You really shouldn't do things like that. You scared me."

Sona walked up and sat right next to Ben. "So this was what you were doing all this time."

"Hey, Sona. You changed quite a bit." Ben said to Sona. "I mean you are much cuter now, not to say you weren't already cute."

Sona's face started to match Rias' hair from that last comment. "You really shouldn't say stuff like that, baka."

"Ya know, this kinda reminds me of when we met." Ben reminisced.

* * *

 **Flashback Start**

It was around morning. The street of Japan were bustling and a little girl was sitting on a bench at a local park. The girl was beautiful. She looked to be around nine-years-old. She had a ponytail on the left side of her head as well as pink glasses. Her black hair stopped right before her shoulders. She wore an elagant blue dress with light blue shoes. She also had violet eyes. This was Sona Sitri.

Young Sona was reading a book that looked way over her grade level. She was swinging her legs back and forth as she read her book with a slight smile on her face. Her peace and tranquility was broken as she heard someone call her name.

"SONAAA!" As sona turned towards the voice she was tackled into a hug. The assailant was none other than her best friend, Rias Gremory.

"Rias, it's so great to see you." Sona said enthusiastically.

Rias smiled at her friends word. That smile was quickly broken by quick, sharp breathes being inhaled by the young boy behind her.

"Oh, yeah. Sona, this is my friend, Ben." Rias said.

Ben wryly smiled as he waved yo sona after regaining her breath. Sona smiled at the cute boy.

"Hi, Ben. Let's have lots of fun together.

"Yeah!" Ben smiled back as the three started to play around.

 **Flashback End**

* * *

"Except this time Rias gets to play nurse." Sona said with slightly puffed cheeks.

Ben smiled at Sona's reaction. His smile turned to a frown after a few seconds. "Look, Rias. I know you must hate me now, but please give me a second chance. I don't care if you are a Devil, it just caught me by surprise." Ben apologized to Rias.

Rias was slightly surprised, but then that surprise turned to happiness as she engulfed Ben in a hug. It wasn't a seductive hug, though. "You really are an idiot. I...I could never hate you. Now, let's get you home and fix you up." As Rias said that, a red magic circle appeared under all of them.

* * *

 **Ben's Home**

"Hmm...hey, Rias." Ben directed Rias' attention towards him.

"Yes." Rias replied to Ben.

"How do you know where my place is?"

Rias was embarrassed. "T-That's none of your concern."

After Rias wasn't embarrassed any more, the two beauties hoisted Ben up and carried him to his room.

"I'll inform the school that we can't come today." Rias said as she went out of the room to contact the school.

"So, Sona, how's it been?" Ben asked the Sitri heiress.

"It has been...good. I really missed you, Ben." Sona whispered the last part.

After that, Rias had come back into the room. For the next day they used their healing magic to help with Ben's recovery.

* * *

 **A Few Hours Later**

After Ben had fallen asleep, the two heiresses decided to talk about what they saw.

"Looks like Ben had a Sacred Gear. Who would've guessed? And he also turns out to be the Champion." Sona was trying to wrap her head around this turn of events. Ben was the revered Champion of the World, a title given to the greatest hero who protects the mortal world.

"I do admit, it is surprising. I will have to ask my brother about this turn of events." Despite Rias' calm exterior, she was more surprised than Sona. Other than Ben she also had a crush on the masked hero she always saw on tv. Now finding out that both her crushes were the same man, that made ber blush.

"Why are you blushing? It's not like this really changes anything." Sona said.

"I-I'm not blushing!" Rias spouted out.

Sona smirked as she retorted back with, "I haven't seen you this bashful since you purchased the Champion's sex toys."

Rias became mortified as Sona mentions that. "H-How do you know about that?!"

"I-It doesn't matter how I f-found o-out." Sona stuttered out.

Rias spoke out, "you baught some too."

"I-I need a way to kill time when there isn't anything to do." Sona said embarrassed.

"L-Let's stop talking about this. We need to get to our club meetings." Rias offered.

"Good idea." Sona said as she regained her composure.

* * *

 **Ben's Room**

After the two friends had exited from Ben's home, Ben had started to stir awake due to a weight on his lower body. Ben lifted the covers protecting in naked body. The sight that Ben saw stunned him for a few minutes. Right there, sleeping on top of him was a beautiful, naked girl. Her curly blonde hair fell down about mid-way down her back. Her cherry red lips were formed into a smile of bliss. The blonde beauty's head was also resting on Ben's muscular stomach. The girl had a nice voluptuous body and a large bust. All in all, the girl had the body and face of a supermodel.

Ben felt a surge of elctricity course through him when the girl's eyes fluttered open. The girl rubbed the sleep out of her eyes and smiled when she saw Ben.

"I hope you don't mind that I used ypu as a pillow. You were very soft and warm despite your muscular build." The girl's voice slipped out like honey. Each word was filled with kindness that no one could ever deny what she said.

"N-No, I don't mind." Ben, blushing heavily, stuttered out. "But could I ask you why you are here and sleeping in my bed."

"Well I was trying to heal you, silly, and I heard that men like to be woken up this way." The blonde bombshell whispered that last part to almost nonexistence, but Ben still managed to hear it.

"You're...not a Human, are you?" Ben questioned the girl.

The girl smiled and stuck put her tongue a little in a playful manner. "Nothing slips past the great Champion."

"What's with this Champion of the World thing anyways." Ben questioned. He had heard Sona and Rias say something about this Champion, but he didn't know exactly what it was.

"I guess I owe an explanation. The Champion is a title that is granted unto a worthy soul. God had created it along with Lucifer in order to grant order if either should die. It was made by both in order to continue their legacy. Whoever the Champion system picks as its new Champion, is granted an exponential boost in power as well as the ability to do certain things normal people can't. The Champion is granted longevity to the point they are immune to aging. The Champion also has the ability to," the blonde stopped as her face flushed a deep red, "have sex with an Angel without them turning into a fallen. The most amazing power he possesses though, is the connection with the Sacred Gears.

"The Champion System was a last resort system that can create its own Sacred Gears without help from the Sacred Gear System. All the offspring of the Champion, no matter what race, will possess a Sacred Gear created by the Champion System. The Gears are thus revered as the Champion Gears. The Champion also has the ability to sense a Sacred Gear in anyone's body as well."

"Umm..." Ben was now even more confused.

"I see, let me start from the beginning. Sacred Gears are relics created by God and granted to the Humans in order to fight off supernatural threats. And yes, that voice in your head and that weapon you created were part of your special Sacred Gear.

"I built your Sacred Gear in the dimension that houses the Champion System. I modified the Sacred Gears Sword Birth and Blade Blacksmith as well as a few other to produce your Sacred Gear. I call it 'Artillery Forge'. With it you can produce any weapon that complements your powers. While in your Human form, you can create any weapon you want, it won't be as strong as if you were in the proper form."

"The voice is actually its consciousness and fail safe. It is meant to help you control your Sacred Gear."

Ben nodded his head, he was starting to understand. "Can I ask what exactly is a Champion Gear?"

The blonde smile and replied back. "A Champion Gear is a Sacred Gear with a classification as Champion. It is a Sacred Gear created by the Champion himself. They hold an equal power to the strength of the Longinus."

Ben nodded, he had been able to get a good idea about all this stuff now. "By the way, do you mind getting off me?"

"Aww, but your so warm. Besides, I don't think you want me off of you." The blonde said as her eyes were locked onto the bulge in Ben's underwear.

Ben's face turned a deep shade of red as he tried to explain himself and apologize. The girl just laughed at Ben's flustered expression.

"You know, you don't have to apologize. I am an Angel. If I was to have sex with someone, I would fall. The fact that you got this way makes me think that maybe we could one day be together. I have always wanted to have a child of my own."

"W-What are you talking about? Wait a minute why are you still on me?" Ben said in a panic.

The Angel smiled as she got up off of Ben. "I'm just kidding. By the way, my name is Gabriel."

"Well thank you for your explanation Gabriel-san." Ben politely thanked Gabriel.

"I'll go make lunch." Gabriel said before she left the room.

"Man, life just keeps getting weirder and weirder." Ben muttered to himself as he went to go tak a shower.

* * *

As Ben exited the bathroom after taking his shower, he caught a glimpse of what he could only describe as. paradise. Right in front of him stood Gabriel with only an apron on. Sure seeing her nude was hot and all, but there was just somethig that excited Ben when he saw her like that.

Gabriel turned around and smiled. She had a spatula in her right hand, her apron was a little dirty, and her breasts were barely contained within the apron.

Gabriel ran up to him and gently jumped into his arms as dhe wrapped him in a hug. Ben was embarrassed at the little scene. Well, at least the girl was cute. Ben was starting to think that maybe it wasn't all bad, at least Rias wasn't here, she'd kill him if she saw this.

As Ben was counting his lucky stars, he heard the door open and something hit the ground. Ben turned towards the door and started cursing his bad luck. Right there, in the door way, was Rias Gremory, and man was she pissed. A red aura was emitting from her as her face was turning several shades of red as well.

"R-Rias!" Ben stuttered in surprise.

"Ben, who is this girl." Rias choked out with a fake smile plastered on her face.

"Oh, hi, my name is Gabriel." Gabriel said with a quirky smile as she grabbed both Rias' hands. "It's nice to meet you."

The red aura over Rias dissipated and Rias let out a sigh. Directing a glare at Ben, Rias said, "explain, NOW!"

Ben spent the next ten minutes proving his innocence. Ben and Rias may not have been dating, but he wasn't oblivious to love...completely. he could tell her feelings were not just platonic. Ben also remembered all those games he was forced to play. He always knew Rias got too into it when they played house. She wasn't shy to kiss his cheek whenever she felt like it when they were kids. Ben didn't mind it, he actually had a crush on Rias when they were kids. In a sense, she was his first love. Even after all these years, those feelings haven't dwindled.

Rias sighed as she glared at Gabriel. "Listen! Even if you are an Archangel, Ben is mine and I won't let you take him from me." Rias said firmly.

Gabriel smiled lightly. "Don't worry, I don't plan to take Ben from you. Well this has been fun, but I need to go back to Heaven." As Gabriel said that, a white magic circle appeared and transported her away.

Rias looked at the place where Gabriel sat and glanced at Ben. Now fully comprehending what she had just said, a bright blush appears on her face as a red magic circle appeared under her feet to take her away.

Ben glanced at the empty room. Deciding that there wasn't anything to due he prepared to leave after eating Gabriel's lunch she prepared for him. Apparently living a few hundred years made her a really talented cook.

As Ben got up to go to a game shop, he heard a knock at the door. Grumbling he swang the door open and checked who it was. When he opened the door, all that was there was a small package. On the package was a note telling who it was from. The name of the sender was some guy named Azazel.

Ben hesitated for a moment before he opened the small box. Inside the box was a piece of paper. The paper was completely black with an intricate purple circle drawn on it. To Ben, It kinda resembled a magic circle. As that thought crossed the young hero's mind, the magic circle started glowing bright purple.

When the glowing stopped a young girl around the age of twelve stood in the paper's place. The girl had violet hair and eyes, wore a black scool girl's outfit, and had her hail in a ponytail. Her skin was porcelain white and she wore a beautiful smile.

"Hello, Master," the little girl said.

"W-wait, what?" Ben stuttered surprised.

"Master is my Master." The girl said enthusiastically

"Umm..."

"If Master doesn't like it I can call Master Onii-Chan."

"...Well, I guess that's better than Master. So who exactly are you?"

"I am Anastasia Monnet, an Android created by Azazel."

"An...Android? Okay that isn't so weird with what I deal with on a daily basis."

The next few hours were spent talking about Ana's origin and how she came to be. Apparently, she was created by some Fallen Angel named Azazel by fusing Sacred Gear technology on an artificial human. She holds the power to produce advance technology from her body. She also happens to be an otaku.

* * *

A man with blonde hair with a streak of black and a beard stood atop a giant building leaning against a giant sattelite. The man had a nice build and a wry smile across his face.

"So, you actually came." The man said.

At that moment a girl with three pairs of black bat-like wings appeared. She had long silver hair that flowed down to her back. She had unblemished white skin and cherry red lips, as well. The young women seemed to be around seventeen and wore blue jeans ripped at the knees with a black crop top and black leather jacket covering her top. She wore black sneekers, too. On her left arm was a black gauntlet that had to purple spikes coming from the side and had a purple gem where the back of the hand was.

"Don't think I'm warming up to you or anything, Azazel, you just happen to make a tempting offer." The teen told the now named Azazel.

"Oh, come on, Valda. You used to sit in my lap as I read you bed time sories." Valda kept glaring as Azazel smile grew. "I see you're still not one for sentement. Well that aside, it is soon gonna be time. You will have your fated match with Ben Tennyson."

The girl's glare turned into a sadistic smile. "Out of everything in this world, I live to find someone I must strive to beat. The Mortal God Ben is my greatest opponent. Since I was born in this era, if I can't fight God, I'll fight the man that carries his legacy."

After Valda had said that she took back to the sky. Azazel's smile had vanished and turned into a frown. "Even among this unstable world we live in, Ben Tennyson cannot be considered anywhere near the terms of ordinary. His very existence threatens to annihilate this world every day if he loses himself to his inner demons. If that man inside that boy is released, not even the Gods could stop it. Please, Ana, protect him."

* * *

As Valda flew through the sky she stopped abruptly. Quickly turning around, she fired three black fireballs at an unknown figure standing on a building next to her. The malice that that figure emmited was easy to sense, so how the hell did he sneak up on her.

"Hello, Valda, daughter of the decendent of the original Lucifer and the strongest Valkyrie, Vali and Brynhildr." The mysterious figure spoke in a cold voice.

"Who are you?" Valda questioned, bringing her Sacred Gear up.

The man stepped out of the shadows revealing his crimson hair. He had on a black robe obsuring most of his figure. The few things that were able to be obtained from his appearence was his porcelain white skin and heterochromic green right eye and blue left eye. He also had a horizontal scar across the top of his nose.

"Me, my name is Razor Gremory Tennyson." The man said making the girl's eyes to widen in surprise.

* * *

 **And done! I am so so so sorry I haven't written for a long time. But I hope this chapter is suitable for now. I will have another chapter up before the month ends. Thank you all for your support.**


	8. Update

**A/N I would like to state that I am officially rebooting the AHAD story. After writing the eighth chapter, I read over it and though, "man, what the fucking hell did I just write, it's complete and utter shit." I had accidentally dug myself in a six foot hole and turned it into my grave. The plot flowed out pretty nicely, but then it just started getting pretty complicated and hard to understand. After this, I took a look at the entire story and found that my way of telling a story differed from that of Dhurva, causing problems when I tried to adopt it. Along with this, I will also be working on a Ben 10 x Death March crossover, Ben 10 x Worm crossover, and a massive Ben 10 x X-over with many different series.**

 **Now I would like to state I will be using a lot of the same plot with minor differences. Ben's SG will also be different I the reboot. I will also still be collaborating with Dhurva on writing this story.**

 **I do not know when the reboot or any of the other stories will come out. Lately, life's been hard. On Nov, 15, my family's house burnt down. De to this, writing has been almost impossible. I hope it will be soon that I release the stories, but don't hold your breath. Thank all of you for your support.**


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